Allison Ex Rel. General Motors Corp. v. General Motors Corp.

OPINION

MURRAY M. SCHWARTZ, District Judge.

This opinion addresses the tension produced by the necessity for corporate governance by a corporation’s board of directors and the use of the shareholder’s derivative suit as a device for remedying abuse of corporate decision making power. It also peripherally touches on choice of law problems that arise when a federal procedural rule is inextricably linked to state substantive law.

Defendant General Motors Corporation (“GM”) and six individual defendants have moved to dismiss Paul K. Allison’s shareholder’s derivative complaint. The dismissal motion…