Minority shareholders filed suit in connection with the acquisition of a minority interest of Cornerstone by its controlling stockholder.  In re Cornerstone Therapeutics Inc. Stockholder Litig., No. 8922-VCG (Del. Ch. Sept. 10, 2014).  The minority holders alleged that the acquisition was not fair, and that the directors that approved the transaction breached their fiduciary duties to the minority holders by doing so.  The independent directors of Cornerstone filed a motion to dismiss, arguing that the minority holders had not specifically pled any non-exculpated breaches of fiduciary duty against them.  While acknowledging that there was a “lack of congruity” in Delaware case law as to the pleading requirements, the court nonetheless denied the directors’  motion to dismiss, holding that because the “transaction is subject ab initio to entire fairness review,” the independent directors “must await a determination of entire fairness at trial before [the court] consider[s] whether they are exculpated from liability.”  Less than three weeks later, however, the same court granted the independent directors’ motion for interlocutory appeal of the motion to dismiss order, once again recognizing that “decisions of [the Chancery Court] are conflicting” on the applicable pleading standard.  In re Cornerstone, 2014 WL 4784250 (Del. Ch. Sept. 26, 2014.)  The Delaware Supreme Court now must decide whether it should resolve this unsettled issue of Delaware law on an interlocutory appeal.