Legal Opinion

Wandel v. Eisenberg

Appellate Division of the Supreme Court of the State of New York

Decided January 13, 2009PublishedCited by 8 opinions

1Opinion of the Court

OPINION OF THE COURT

Saxe, J.P.

Following this Court’s recent reinstatement of a shareholder derivative action based upon claims that a majority of the board of directors knew or had enough specific information that they should have known of the company’s practice of backdating stock options (see Matter of Comverse Tech., Inc. Derivative Litig., 56 AD3d 49 [2008]), we must now further consider the amount of knowledge and information necessary to establish demand futility.

In the wake of a wave of publicity disclosing that numbers of public companies had been backdating stock option grants, in…

2Cases cited6 opinions

  1. Aronson v. LewisSupreme Court of Delaware · 1984
  2. Stone v. RitterSupreme Court of Delaware · 2006
  3. Desimone v. BarrowsCourt of Chancery of Delaware · 2007
  4. Ryan v. GiffordCourt of Chancery of Delaware · 2007
  5. Marx v. AkersNew York Court of Appeals · 1996

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3Cited by8 opinions

  1. Ocelot Capital Management, LLC v. HershkovitzAppellate Division of the Supreme Court of the State of New York · 2011
  2. Otto v. OttoAppellate Division of the Supreme Court of the State of New York · 2013
  3. Stein v. ImmeltCourt of Appeals for the Second Circuit · 2012
  4. Barone v. SowersAppellate Division of the Supreme Court of the State of New York · 2015
  5. Ball v. BakerDistrict Court, S.D. New York · 2021

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