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Del. Ch.·
2007-02-06
The court partially grants the motion to dismiss, dismissing Counts I (consulting contracts) and VIII (misrepresentations in 2004 proxy statement) entirely, and Count VII (contempt) as procedurally improper. Count IV (related-party transactions) is dismissed except for transactio
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Del. Ch.·
2006-11-15
The court denied the defendants' motions to dismiss, finding that the plaintiffs sufficiently pleaded claims for breach of fiduciary duty of loyalty. The court held that the allegations supported a reasonable inference that KKR exercised actual control over Primedia and engaged i
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Del.·
2006-11-06
The Delaware Supreme Court affirmed the Court of Chancery's dismissal of the derivative complaint, holding that the plaintiffs failed to adequately plead demand futility. The court found that the directors had implemented a reasonable information and reporting system for BSA/AML
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Del.·
2006-09-12
The Delaware Supreme Court reversed the Court of Chancery's order granting leave to file a second amended derivative complaint. The Court held that a dismissal without prejudice, unless expressly accompanied by leave to amend within a specific timeframe, constitutes a final judgm
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Del. Ch.·
2006-05-09
The Court dismissed most derivative claims for failure to make demand or demonstrate demand futility, finding that plaintiffs did not plead particularized facts showing director disinterest or lack of independence. However, demand was excused for the BlueStar acquisition claims,
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424 F. Supp. 2d 1315·
M.D. Fla.·
2006-04-04
The court held that the plaintiff failed to plead demand futility with sufficient particularity, requiring dismissal of the shareholder derivative complaint.
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Del. Ch.·
2006-03-17
The court granted the defendants' motion to dismiss, finding that the plaintiff failed to plead with particularity facts establishing demand futility under Rule 23.1. The court concluded that the plaintiff did not create a reasonable doubt regarding the disinterest and independen
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Del. Ch.·
2005-04-29
The Court of Chancery granted the defendants' motion to dismiss, holding that the plaintiffs' claims were derivative, not direct, and that demand on the board was not excused. The court found that the alleged harm of overpaying for the acquired company was suffered by the corpora
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Del. Ch.·
2005-04-22
The Court denied the defendants' motion to dismiss the amended complaint, finding that the plaintiff had sufficiently pleaded facts to excuse the demand requirement on the board of directors and to state a claim for breach of fiduciary duty. The Court concluded that there was a r
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Del. Ch.·
2004-12-20
The Court of Chancery dismissed most of the plaintiffs' claims, finding that many were barred by the contemporaneous ownership rule for derivative suits or failed to meet pleading standards for demand futility, ripeness, or failure to state a claim. However, the court allowed a d
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Del. Ch.·
2003-05-28
The Court of Chancery denied defendants' motions to dismiss, finding that the plaintiffs' second amended derivative complaint sufficiently pleaded a breach of fiduciary duty by the directors to withstand a motion to dismiss under Chancery Rules 23.1 and 12(b)(6). The court conclu
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Del. Ch.·
2002-12-20
The Court of Chancery granted the defendants' motion to dismiss the shareholder derivative action for failure to make a pre-suit demand on the board of directors. The court found that the plaintiff failed to allege sufficient particularized facts to demonstrate that demand would
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Del. Ch.·
2002-11-26
The Court of Chancery denied in part the defendants' motion to dismiss Count I, finding that specific allegations of misleading statements regarding a potential sale or merger stated a claim for breach of the duty of disclosure. The Court granted the motion to dismiss with respec
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Del. Ch.·
2002-05-28
The Court of Chancery granted in part and denied in part defendants' motions to dismiss. Demand was excused for certain derivative claims, including entrenchment and the CEI acquisition, based on the Aronson test's prongs of director disinterest/independence and the validity of b
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Del. Ch.·
2002-03-27
The Court of Chancery denied the defendants' motion to dismiss the shareholder derivative complaint under Court of Chancery Rule 23.1, finding that the plaintiffs had sufficiently alleged particularized facts creating a reasonable doubt as to the disinterestedness and independenc
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Del. Ch.·
2002-03-08
The Delaware Court of Chancery denied defendants' motions to dismiss claims for breach of fiduciary duty of loyalty and corporate waste, finding that demand was excused due to director disinterestedness and that the allegations of waste were sufficiently pleaded. However, the cou
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Del. Ch.·
2000-07-27
The Court of Chancery denied the defendants' motions to dismiss the consolidated and amended shareholder derivative complaint. The court found that the plaintiffs had sufficiently pleaded demand futility by alleging facts creating a reasonable doubt as to the disinterestedness an
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Del. Ch.·
2000-03-15
The Court of Chancery dismissed plaintiffs' due care and waste claims for failure to make a pre-suit demand on the board of directors, finding that plaintiffs failed to plead particularized facts demonstrating demand futility under the Aronson v. Lewis standard. The court also di
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Del.·
2000-02-09
The Delaware Supreme Court affirmed in part and reversed in part the Court of Chancery's dismissal of a stockholder derivative complaint. The Court held that the complaint failed to plead particularized facts creating a reasonable doubt that the directors were disinterested and i
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979 F.2d 324·
3d Cir.·
1992-11-12
The court held that a district court must follow an appellate court's mandate, and mandamus is appropriate to compel compliance when the district court attempts to circumvent it by certifying an already decided issue to a state court.
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855 F.2d 465·
7th Cir.·
1988-08-24
The court held that the district court's reliance on unintroduced expert testimony violated due process, requiring a new trial.
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Del. Ch.·
1976-04-06
The court considered interlocutory appeals concerning a protective order for financial records and the dismissal of a complaint related to an alleged joint venture for real estate development.