Merritt-Chapman & Scott Corp. v. Wolfson
Superior Court of Delaware
321 A.2d 138 (1974)
Relevant factsFree
Wolfson, Gerbert, Kosow, and Staub (plaintiffs) were charged with securities-law violations tied to a scheme to have Merritt-Chapman & Scott Corporation (MCS) (defendant) secretly buy its own stock. After trials and retrials, charges against Kosow and Staub were dropped entirely, Gerbert was found guilty on one count with the rest dropped, and Wolfson pleaded no contest to one count with the rest dropped. All four sought indemnification from MCS for their litigation expenses, and the parties cross-moved for summary judgment.
IssueFree
Whether a Delaware corporation is required to indemnify a director or officer for expenses incurred in a suit in which some or all of the charges against them were dismissed.