On June 19, 2017, the Supreme Court of Delaware affirmed the dismissal of a shareholder derivative suit against the board of directors of The Bank of New York Mellon Corporation (“BNYM”) in which plaintiff had asserted a breach of fiduciary duty claim regarding certain alleged misconduct in the bank’s foreign currency exchange business. Zucker v. Hassell, C.A. No. 11625-VCG (Del. June 19, 2017). Without further elaboration, the Delaware Supreme Court’s brief order provides that the decision of the Delaware Court of Chancery “should be affirmed on the basis of and for the reasons assigned” in its opinion (see Zucker v. Hassell, C.A. No. 11625-VCG (Del. Ch. Ct. Nov. 30, 2016)). As discussed in our post regarding that decision, the Chancery Court found that plaintiffs failed to adequately plead that BNYM’s board of directors wrongfully refused the demand to sue, after the board had formed a special committee of independent directors, which hired competent and unconflicted outside counsel, to conduct an investigation and evaluate the demand.
Click here to view Zucker v. Hassell, et al., C.A. No. 11625-VCG (Del. Ch. Ct. Nov. 30, 2016)
Click here to view Zucker v. Hassell, et al., C.A. No. 11625-VCG (Del. June 19, 2017)