(a) Whenever stockholders are required or permitted to take any action at a meeting, a notice of the meeting shall be given in accordance with § 232 of this title, and such notice shall state the place, if any, date and hour of the meeting, the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such meeting, the record date for determining the stockholders entitled to vote at the meeting, if such date is different from the record date for determining stockholders entitled to notice of the meeting, and, in the case of a special meeting, the purpose or purposes for which the meeting is called.
(b) Unless otherwise provided in this chapter, the notice of any meeting shall be given not less than 10 nor more than 60 days before the date of the meeting to each stockholder entitled to vote at such meeting as of the record date for determining the stockholders entitled to notice of the meeting.
(c) Unless the bylaws otherwise require, when a meeting is adjourned to another time or place, (including an adjournment taken to address a technical failure to convene or continue a meeting using remote communication), notice need not be given of the adjourned meeting if the time, place, if any, thereof, and the means of remote communications, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such adjourned meeting are (i) announced at the meeting at which the adjournment is taken, (ii) displayed, during the time scheduled for the meeting, on the same electronic network used to enable stockholders and proxy holders to participate in the meeting by means of remote communication or (iii) set forth in the notice of meeting given in accordance with subsection (a) of this section. At the adjourned meeting the corporation may transact any business which might have been transacted at the original meeting. If the adjournment is for more than 30 days, a notice of the adjourned meeting shall be given to each stockholder of record entitled to vote at the meeting. If after the adjournment a new record date for stockholders entitled to vote is fixed for the adjourned meeting, the board of directors shall fix a new record date for notice of such adjourned meeting in accordance with § 213(a) of this title, and shall give notice of the adjourned meeting to each stockholder of record entitled to vote at such adjourned meeting as of the record date fixed for notice of such adjourned meeting.
8 Del. C. 1953,
§
222;
56 Del. Laws, c. 50;
58 Del. Laws, c. 235,
§
3;
71 Del. Laws, c. 339,
§
40;
72 Del. Laws, c. 343,
§§
11-13;
77 Del. Laws, c. 14,
§§
7-9;
82 Del. Laws, c. 45,
§
8;
83 Del. Laws, c. 377,
§
7;
Notes of Decisions
Vanadium Corp. of Am. v. Susquehanna Corp., 203 F. Supp. 686 (D. Del. 1962).
“Under the Delaware Corporation Law, 8 Del.C. § 222 and plaintiff’s by-laws, the annual stockholders’ meeting has been fixed for April 19, 1962.”
Schnell v. Chris-Craft Indus., Inc., 285 A.2d 430 (Del. Ch. 1971).
“” Also in 1967 8 Del.C. § 222 was amended to provide in part: “(b) Unless otherwise provided in this chapter, the written notice of any meeting shall be given not less than ten nor more than fifty days before the date of the meeting to each stockholder entitled to vote at such…”
Petrick v. B-K Dynamics, Inc., 283 A.2d 696 (Del. Ch. 1971).
“Title 8 Del.C. § 222 provides in part: “(a) Whenever stockholders are required or permitted to take any action at a meeting, a written notice of the meeting shall be given which shall state the place, date and hour of the meeting * * * Paragraph 25 of the by-laws of B-K…”
Buckley Fam. Trust v. Charles Patrick McCleary (Del. Ch. 2020).
“” 8 Del. C. § 222(b). Other provisions of the Delaware General Corporation Law provide that notice must be provided to both “voting or nonvoting” stockholders in advance of stockholder meetings for certain specific purposes.”
In re Seminole Oil & Gas Corp., 38 Del. Ch. 549 (Del. Ch. 1959).
· cites it 2× “This is so because they did not meet “within 601 days next before the day on which the election is [was] to be held,” 8 Del.C. § 222. However, they contend that the May by-law provision has been, in effect, properly replaced by a new amendment.”
In Re Seminole Oil & Gas Corp., 155 A.2d 887 (Del. Ch. 1959).
· cites it 2× “This is so because they did not meet "within 60 days next before the day on which the election is [was] to be held", 8 Del.C. § 222. However, they contend that the May by-law provision has been, in effect, properly replaced by a new amendment.”
Wilmington Trust Co. v. Lee, 298 A.2d 358 (Del. Ch. 1972).
“” Compare 8 Del.C. § 222(c). Counsel for the Woodson interests argue that a further adjournment of the general meeting of British-American beyond the time now fixed would, in effect, require the calling of a new meeting, so that once the deadline for adjournment has passed, the…”
— 8 Del. C. § 222(b) — 1 case
Buckley Fam. Trust v. Charles Patrick McCleary (Del. Ch. 2020).
“” 8 Del. C. § 222(b). Other provisions of the Delaware General Corporation Law provide that notice must be provided to both “voting or nonvoting” stockholders in advance of stockholder meetings for certain specific purposes.”
— 8 Del. C. § 222(c) — 1 case
Wilmington Trust Co. v. Lee, 298 A.2d 358 (Del. Ch. 1972).
“” Compare 8 Del.C. § 222(c). Counsel for the Woodson interests argue that a further adjournment of the general meeting of British-American beyond the time now fixed would, in effect, require the calling of a new meeting, so that once the deadline for adjournment has passed, the…”
Annotations are extracted automatically from the opinions in the
Syfert caselaw corpus and ranked by authority, recency, and
treatment. Dots show Syfertize treatment of the citing case itself.