Barr v. Wackman

Plaintiff brought this shareholder’s derivative action without first making a demand upon the corporation’s board of directors to secure initiation of an action in favor of the corporation or otherwise to remedy the acts of which he complains. He alleges that a demand would have been futile because the board of directors participated in, authorized and approved the challenged acts and its members are themselves subject to liability and, therefore, cannot be expected to vote to sue themselves.

Three of the defendants moved to dismiss the complaint on the ground that the reasons offered in…