In re Oracle Corp. Derivative Litigation
Delaware Chancery Court
824 A.2d 917 (2003)
Shareholders of Oracle Corp. (defendant) filed a complaint alleging that four members of Oracle’s board of directors, Ellison, Henley, Lucas and Boskin (all defendants) had engaged in insider trading by selling stock in January 2001, with the knowledge that on March 1, Oracle would release an earnings report showing that it failed to meet its sales projections. Oracle’s board formed a litigation committee composed of individuals, neither of whom had been on the board at the time of the alleged insider trading. However, both of the litigation committee members were business professors at Stanford University, an institution which had received sizable donations from the accused insider traders. Boskin was also a professor at Stanford, and Lucas served on a board at Stanford. The litigation committee found that Ellison, Henley, Lucas and Boskin had not engaged in insider trading, and that it would thus not benefit Oracle for the litigation to continue. The litigation committee stated its findings in a report that detailed its thorough investigation. The report detailed the ways in which the committee was independent, but failed to mention the fact that the accused traders were major donors to Stanford. Based on the report, Oracle moved to have the litigation dismissed.
Rule of Law
Holding and Reasoning (Strine, V.C.)
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 97,000 law students since 2011. Some law schools—such as Yale, Vanderbilt, Berkeley, and the University of Illinois—even subscribe directly to Quimbee for all their law students. Read 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. Read more about Quimbee.
Here's why 174,000 law students have relied on our case briefs:
- Written by law professors and practitioners, not other law students. 14,000 briefs, keyed to 188 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.