Scattered Corp. v. Chicago Stock Exchange, Inc.

VEASEY, Chief Justice:

In this appeal we apply existing law to a stockholder derivative suit where a pre-suit demand was refused. In doing so we explicate the settled legal principles as they apply to these specific facts, holding that the making of a demand waives only any contention that the board was incapable of acting on the demand. A demand does not preclude a plaintiff from alleging with particularity facts creating a reason to doubt that a special committee in investigating the demand or the executive committee of the board in acting on the demand acted independently and in good faith…