Data Key Partners v. Permira Advisors LLC

¶ 1. We review a decision of the court of appeals1 reversing, in part, an order of the circuit court2 that dismissed the Second Amended Complaint because it failed to state a claim upon which relief could be granted. Plaintiffs claim that defendants violated their fiduciary duties to the minority shareholder by selling Renaissance Learning, Inc. to Permira Advisers, LLC.3 Defendant directors contend that plaintiffs have not pled facts suffi*670cient to show that they are entitled to relief because they have not pled around the business judgment rule, codified at Wis. Stat. § 180.0828 (2011-12).4…