Roberts v. TriQuint Semiconductor, Inc.

TriQuint Semiconductor, Inc., and its directors (collectively TriQuint) are defendants in two consolidated shareholder derivative suits filed in Multnomah County. TriQuint moved to dismiss those suits on the ground that its corporate bylaws establish Delaware as the exclusive forum for shareholder derivative suits. The trial court denied TriQuint’s motion to dismiss, and we allowed TriQuint’s petition for an alternative writ of mandamus. We now conclude that, as a matter of Delaware law, TriQuint’s bylaw is a valid forum-selection clause and binds its shareholders. We also conclude that, as a…