Newman v. Baldwin

Defendant United Dye & Chemical Corporation moved to dismiss the consolidated complaint in *898this stockholders’ derivative action solely on the grounds (1) that, since the corporation in whose right this action is brought is a Delaware corporation, Delaware law governs the question of whether it was necessary to allege demand on the stockholders that the action be brought, (2) that Delaware law requires .such demand and (3) that the complaint is insufficient for failure to allege such demand.

This court is of the view that Delaware law governs. (See Restatement, Conflict of Laws, § 183, and…