Cohen v. Mirage Resorts, Inc.

OPINION

By the Court,

Becker, J.:

The district court dismissed a former shareholder’s class action complaint alleging wrongful conduct on the part of the directors and other parties involved in a corporate merger.1 The shareholder appeals, asserting he has standing, individually and on behalf of the class, to bring a suit for monetary damages when wrongful conduct results in an improper merger. Respondents, the directors and other parties involved in the merger, argue that the dismissal was appropriate because the complaint does not seek damages arising from a wrongful merger. Instead, they…