0 results for 'Grant & Eisenhofer'
Court declined to award pre-judgment/pre-trial interest on rescissory damages as judgment creditor was not deprived of its funds and defendant was being ordered to disgorge the benefits he accrued by usurping creditor's corporate opportunities.
Court granted special litigation committee's motion to dismiss derivative action where members were sufficiently independent and disinterested and conducted a seven-month-long investigation that uncovered sufficient evidence to support the decision to move to dismiss.
Court dismissed derivative complaint where single-member special litigation committee conducted adequate review of the worthiness of the litigation and its conclusions were sufficiently supported by evidence, and there was an insufficient basis to question the single member's independence from other board members potentially facing liability.
Court approved non-opt-out class for direct stockholder breach of fiduciary duty claims where obtaining opt-outs would be impractical under the circumstances and the proposed settlement provided relief to the entire class.
The court declined to approve a proposed settlement on behalf of a putative class of common stockholders noting that the release would release not only claims associated with the common stock but also claims related to the ownership of preferred equity units, even though plaintiffs had not brought an action on behalf of a class of preferred equity unitholders.
Chancery court correctly found acquisition of company partially owned by controlling stockholder was entirely fair where stockholder recused himself from shareholder vote, the board operated independently, and evidence demonstrated that the acquired company had value from long-term cash flows and was not worthless due to being insolvent.
Although special litigation committee had a defect in consisting of only one director, that director's independence and the thoroughness of their investigation supported finding that its judgment to terminate derivative litigation was made following diligent and good-faith analysis.
Decision & Order and Order & Decrees signed between:February 28 - March 2, 2023
Motion List & Order on Application released on:January 27, 2023
Court granted board of directors' motion to dismiss a claim for breach of loyalty after plaintiff shareholders sued following a cybersecurity attack that led to a substantial drop in the company's stock value.
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