Delaware County Employees Retirement Fund v. Sanchez

STRINE, Chief Justice:

I. INTRODUCTION

Determining whether a plaintiff has pled facts supporting an inference that a director cannot act independently of an interested director for purposes of demand excusal under Aronson 1 can be difficult. And this case illustrates that. But in that determination, it is important that the trial court consider all the particularized facts pled by the plaintiffs about the relationships between the director and the interr ested party in their totality and not in isolation from each other, and draw all reasonable inferences from the totality of those facts in…