Tooley v. Donaldson, Lufkin, & Jenrette, Inc.
Supreme Court of Delaware
845 A.2d 1031 (2004)
Relevant factsFree
Minority DLJ shareholders Tooley and Lewis (plaintiffs) sued before a merger closed, alleging the board breached its fiduciary duty by agreeing to extensions of a tender-offer deadline beyond the plaintiffs' control; the trial court dismissed for lack of special injury since the plaintiffs suffered no harm beyond that of other shareholders.
IssueFree
Whether, to constitute a direct shareholder claim, as opposed to a shareholder derivative claim on behalf of the corporation, the plaintiff's claimed direct injury must be independent of any alleged injury to the corporation.
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In re Medtronic, Inc., Shareholder Litigation900 N.W.2d 401 (2017)In re CNX Gas Corporation Shareholders Litigation2010 WL 2291842 (Del. Ch. May 25, 2010)International Brotherhood of Electrical Workers Local No. 129 Benefit Fund v. Tucci70 N.E.3d 918 (2017)Rales v. Blasband634 A.2d 927 (Del. 1993)Kahn v. Lynch Communication Systems, Inc.638 A.2d 1110 (Del. 1994)