Hoschett v. TSI International Software, Ltd.

TSI (defendant), a Delaware corporation with 40 shareholders including Hoschett (plaintiff), had never held a legally required annual shareholder meeting to elect directors since its 1993 incorporation; after Hoschett sued to compel a meeting, TSI obtained written consent from a majority of shareholders purporting to elect five directors and argued this satisfied its annual-meeting obligation, opposing Hoschett's summary judgment motion on that basis.