Locals 302 & 612 of the International Union of Operating Engineers-Employers Construction Industry Retirement Trust ex rel. F5 Networks, Inc. v. McAdam

¶1 — Judge Robert S. Lasnik of the United States District Court, Western District of Washington, asked us to answer two certified questions:

“What test does Washington apply to determine whether allegations made pursuant to RCW 23B.07.400(2) by a shareholder seeking to initiate derivative litigation on behalf of a Washington corporation excuse that shareholder from first making demand on the board of directors to bring that litigation on behalf of the corporation?”; and

“If Washington follows Delaware’s demand futility standard, does it also follow the reasoning of Ryan v. Gifford, 918 A.2d 341…