Somers v. AAA Temporary Services
Illinois Appellate Court
5 Ill.App.3d 931, 284 N.E.2d 462 (1972)
- Written by Daniel Clark, JD
Facts
Lillian Raimer (defendant) and Michaelene Kay were the sole shareholders of AAA Temporary Services, Inc. (AAA) (defendant). AAA’s articles of incorporation provided for the election of three directors at the first shareholder meeting. At that first meeting, Raimer and Kay were elected, along with Wesley Somers (plaintiff), who at no point was a shareholder. On the date of what was supposed to be the third annual shareholder meeting (the second one having never occurred), Raimer and Kay sought to amend AAA’s bylaws to reduce the number of directors from three to two, which would strip Somers of his position on the board. Under Illinois statutory law, power to amend the bylaws was held only by the board of directors unless the articles of incorporation provided otherwise. Somers sued Raimer, Kay, and AAA, alleging that the shareholders had no power to amend the bylaws and that the amendment was thus void. The trial court agreed. Raimer and AAA appealed.
Rule of Law
Issue
Holding and Reasoning (Lorenz, J.)
What to do next…
Here's why 820,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 46,300 briefs, keyed to 988 casebooks. Top-notch customer support.
- The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
- Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
- Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.
