Nature of the Case
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Facts
Roven (P) was a director of Citadel. P sued to enjoin corporate actions intended to remove him without cause from Citadel's classified board of directors. The issue before the court was whether shareholders were permitted to amend a certificate of incorporation to eliminate a bylaw establishing a classified board of directors so that they could then remove P without cause. Ds seek both summary and declaratory judgments on this question.
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