Levin v. Metro-Goldwyn-Mayer, Inc.

Ahead of MGM's annual stockholder meeting, two competing groups of shareholders each nominated a slate of directors and solicited proxies; MGM's own proxy statement said the company would bear all costs of the management's proxy solicitation. The O'Brien group (defendants) used MGM funds to retain attorneys, a public relations firm, and proxy soliciting organizations in its campaign. Philip Levin and other shareholders (plaintiffs) sued MGM and the O'Brien group, seeking to enjoin the O'Brien group's continued use of corporate funds in that manner.