From our private database of 33,800+ case briefs...
Delaware County Employees Retirement Fund v. Sanchez
Delaware Supreme Court
124 A.3d 1017 (2015)
Sanchez Resources, LLC, a private company, entered into a transaction with a public company in which the Sanchez family owned the most stock (Sanchez Public Company). There was no dispute that two of the five directors of the Sanchez Public Company were interested directors for purposes of the transaction. The Delaware County Employees Retirement Fund and other shareholders (plaintiffs) of the Sanchez Public Company brought a shareholder derivative suit against that company’s directors (defendants), challenging the transaction. The plaintiffs claimed that demand on the Sanchez Public Company board of directors was excused because at least three of the five directors were interested directors. Specifically, the plaintiffs’ complaint asserted that Alan Jackson was not a disinterested director. First, the complaint asserted that Jackson had been close friends with A.R. Sanchez, Jr., the chairman of the board, for over 50 years. Second, the complaint asserted that Jackson’s employment and long-term personal wealth was wholly dependent on Sanchez. Accordingly, the plaintiffs stated that Jackson was not an independent director. The Delaware Court of Chancery found that the plaintiffs had not pled sufficient facts to infer that Jackson was an interested director. Accordingly, the chancery court found that demand on the board was not excused and dismissed the complaint for the plaintiffs’ failure to meet the demand requirement. The plaintiffs appealed.
Rule of Law
Holding and Reasoning (Strine, C.J.)
What to do next…
Unlock this case brief with a free (no-commitment) trial membership of Quimbee.
You’ll be in good company: Quimbee is one of the most widely used and trusted sites for law students, serving more than 606,000 law students since 2011. Some law schools—such as Yale, Berkeley, and Northwestern—even subscribe directly to Quimbee for all their law students.Unlock this case briefRead our student testimonials
Learn more about Quimbee’s unique (and proven) approach to achieving great grades at law school.
Quimbee is a company hell-bent on one thing: helping you get an “A” in every course you take in law school, so you can graduate at the top of your class and get a high-paying law job. We’re not just a study aid for law students; we’re the study aid for law students.Learn about our approachRead more about Quimbee
Here's why 606,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 33,800 briefs, keyed to 984 casebooks. Top-notch customer support.
- The right amount of information, includes the facts, issues, rule of law, holding and reasoning, and any concurrences and dissents.
- Access in your classes, works on your mobile and tablet. Massive library of related video lessons and high quality multiple-choice questions.
- Easy to use, uniform format for every case brief. Written in plain English, not in legalese. Our briefs summarize and simplify; they don’t just repeat the court’s language.