Schnell v. Chris-Craft Industries, Inc.

Dissident shareholders (plaintiffs) of Chris-Craft (defendant) sought to replace the company's existing directors at the annual meeting, originally scheduled under the bylaws for January 11, 1972. To make the contest harder for the dissidents, the directors refused to turn over the shareholder list and hired their own proxy solicitors; at an October 1971 board meeting, they also invoked a Delaware corporate law provision to move the annual meeting date up, a change that would sharply cut the time the dissidents had to campaign for votes.