Supreme Court of Delaware

Southeastern Pennsylvania

January 20, 2016

Summary

The Supreme Court of Delaware affirmed the denial of a stockholder’s books-and-records demand under Section 220. The court held that the petitioner lacked a proper purpose because it failed to show a credible basis to infer a non-exculpated fiduciary-duty breach, and the only proposed use was to support a damages-only derivative action against directors and officers protected by an exculpatory provision.