OPINION
HILLMAN, Chief Judge.
This case arises out of a proxy fight involving plaintiffs, Alizac Partners and Atlantis Group, Inc. and defendant Rospatch. At stake in this proxy fight was the election of two directors to the Board of Directors of Rospatch at its annual meeting of shareholders held on April 25, 1988. Plaintiffs allege that the management and Board of Directors of Rospatch Corporation engaged in misleading proxy solicitations in order to win...
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