Delaware Business Litigation Report

Court Of Chancery Declines To Order Election

Canmore Consultants Ltd. v. L.O.M. Medical International Inc., C.A. 8645-VCG (September 19, 2013)

This is the first decision under  Section 223(c) of the DGCL to decide whether to order an election to fill the vacancies on a board that has less than a quorum of directors in office.  The Court held that the stockholders had the burden to show an election was appropriate and that due to the company's precarious finances, it was best not to hold the election but let the incumbent board members fill the vacancies.

Share