Seinfeld v. Verizon Communications, Inc.

Delaware Supreme Court

909 A.2d 117 (2006)

Relevant factsFree

Frank Seinfeld (plaintiff), a Verizon (defendant) shareholder, sued in the Delaware Court of Chancery to compel inspection of corporate books and records, suspecting possible mismanagement or waste connected to three executives' compensation packages, but could offer no actual evidence of wrongdoing; the Court of Chancery found he hadn't met his burden of showing a proper purpose and granted Verizon summary judgment, and Seinfeld appealed.

IssueFree

Whether, under Delaware law, a stockholder may compel inspection of a corporation's records.

Holding & reasoning

The court resolved the question by applying the controlling rule to the facts and explaining precisely why the outcome followed. Its reasoning ties the doctrine to the record so you can reproduce the analysis on an exam.

Procedural history, concurrence & dissent

This section traces the case from the trial court through appeal and lays out how each opinion lands. Separate writings sharpen the majority's limits and flag the arguments most likely to resurface in class.

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