In this task, you will be shown a prompt from a judicial decision and multiple holding statements derived from citations following text in a legal decision.  Holdings represent the governing legal rule when the law is applied to a particular set of facts. There are five answer choices for each citing text. The correct answer is the holding statement that corresponds to the citing text. You should write an incorrect option. Even though there exist multiple wrong answers, we only need a single wrong answer. There is a <HOLDING> token in the position of the citing text prompt where the holding statement was extracted.

Input: Consider Input: removed. Section 141(b) does not contemplate that a director’s term could end through board shrinkage. A bylaw that seeks to achieve this result conflicts with Section 141(b) and is void. This interpretation of Section 141(b) comports with how our law has developed. Under the common law, “the voluntary assumption of management responsibility by the directors carried with it a concomitant vested right to serve out the full term for which they were elected unless there was cause for removal....” Drexler, supra, § 13.01, at 13-2; see Roven v. Cotter, 547 A.2d 603, 608 (Del.Ch.1988) (“At common law a director had a vested right in his position arising from his duties and responsibilities to the corporation.”); see also Campbell v. Loew’s, Inc., 134 A.2d 852, 857 (Del.Ch.1957) (Seitz, C.) (<HOLDING>). “Prior to 1967, the [DGCL] was silent as to 
 Holding statements: (A) holding that a direct action could not be maintained because the declaration does not allege the violation of any right personal to plaintiff but only violation of rights common to all the stockholders (B) recognizing common law authority of stockholders to remove a director for cause (C) recognizing common law privileges (D) recognizing the presidents authority to remove sec members for good cause despite governing statutes silence (E) recognizing common law cause of action as thirdparty beneficiary

Output: holding that a direct action could not be maintained because the declaration does not allege the violation of any right personal to plaintiff but only violation of rights common to all the stockholders


Input: Consider Input: the evidence of rape discussed above in Division 1, we conclude that the evidence at Martin’s trial was sufficient to support the statutory aggravating circumstances found as to both murders. See OCGA § 17-10-35 (c) (2) (requiring a review of the statutory aggravating circumstances foundby the jury);UAP Rule IV (B) (2) (providing that, in all death penalty cases, this Court will determine whether the verdicts are supported by the evidence). See also Ring, 536 U. S. 584; Jackson, 443 U. S. 307. 20. Considering both the murders for which Martin has been sentenced to death and Martin as a defendant, we find that the death sentences imposed in his case were not disproportionate punishment within the meaning of Georgia law. See OCGA § 17-10-35 (c) (3); Gissendaner, 272 Ga. at 716-717 (<HOLDING>). The cases cited in the Appendix support this 
 Holding statements: (A) holding that this courts statutorily mandated proportionality review concerns whether a particular death sentence is excessive per se or is substantially out of line (B) holding that the failure to hold a faretta hearing is per se reversible error and reversing the defendants conviction vacating his death sentence and remanding for a new trial (C) holding that per se statutory rule is not permissible under fourth amendment (D) holding such agreements to be per se illegal (E) holding that denial of access per se is noncompensable

Output: holding that the failure to hold a faretta hearing is per se reversible error and reversing the defendants conviction vacating his death sentence and remanding for a new trial


Input: Consider Input: Aug. 23, 2010). 3 The Superior Court Rules make the Federal Rules of Civil Procedure 26 through 37 applicable for the purposes of discovery in all civil cases. See SUPER. Ct. R. 39. 4 We note that the Superior Court held the Molloys to the wrong standard, requiring them to prove personal jurisdiction by a preponderance of the evidence without holding an evidentiary hearing. Instead, as we stated above, the Superior Court should only have required the Molloys to make a prima facie showing supported by competent evidence. Additionally, the trial court, after reciting the undisputed facts presented by both parties’ submissions, focused on what contacts the defendants lacked, instead of analyzing and considering what contacts BCBSAhad with the Virgin Islands. See Metcalfe, 566 F.3d at 332 (<HOLDING>). Notwithstanding these errors, because our 
 Holding statements: (A) holding that proper focus is reasonableness of inquiry not frivolousness (B) holding that the courts analysis should focus on the nature of the abuse injuries inflicted and the effect of both (C) holding that the conspiracy theory of personal jurisdiction requires that the outofstate coconspirator was or should have been aware of the acts performed in the forum state in furtherance of the conspiracy (D) holding that in determining whether a crime is a continuing offense the court must focus on the nature of the substantive offense and not on the specific characteristics of the conduct in the case at issue (E) holding that the proper focus should be on whether the outofstate defendant engaged in any act that might provide the court with jurisdiction


Output: holding that proper focus is reasonableness of inquiry not frivolousness