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Biotech / Medical : Paracelsian Inc (PRLN)

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To: Jonathan Schonsheck who wrote (3332)9/28/1997 9:00:00 PM
From: Michael Yang   of 4342
 
Why not support Campbell's petition or proxy?

I would believe that he has already organized some actions. We can help him in posting/voting the petition or proxy here.

The following is an excerpt from the Paracelsian's 10-Q, filed on 8/14/97. Note it is later than the stockholder's meeting.

DR. T. COLIN CAMPBELL V. PARACELSIAN, INC.
- ------------------------------------------

On May 20, 1997, Dr. T. Colin Campbell, a former director of the Company, filed
a petition in the Delaware Court of Chancery pursuant to Section 211 of the
Delaware General Corporation Law ("DGCL"). The petition sought an order
compelling the Company to hold an annual meeting of stockholders and sought
other forms of relief relating thereto, including requesting that the Court set
a time and place for the meeting and ordering that certain board seats be put up
for election. On June 11, 1997, the Company announced that the Board of
Directors had scheduled the annual meeting for August 13, 1997 and had set a
record date of July 10, 1997 for stockholders entitled to attend and vote at the
meeting. On the same day, the Company moved to dismiss the petition.

On June 20, 1997, petitioner filed a cross-motion in opposition to the Company's
motion to dismiss, and an application, pursuant to Section 223(c) of the DGCL,
to require the Company to hold an election at the annual meeting to replace
directors recently elected by the Board. Subsequently, petitioner moved to
postpone the scheduled August 13th meeting in order to have more time to conduct
a proxy contest. The Court scheduled a hearing for July 28, 1997 to hear
argument on that motion. Following the hearing, the Court ruled from the bench
and denied petitioner's request to postpone the meeting, but granted the
petitioner leave to amend his petition. To date, petitioner has not filed an
amended petition.
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