In Wilkinson v. Schulman, No. 2017-0138-VCL, (Del. Ch. Nov. 13, 2017), the Court entered judgment in favor of the defendant in a books and records dispute, concluding that the shareholder lacked a “proper purpose” for his demand. The initial records demand featured all of the hallmarks of a legitimate books and records request. It included proper stated purposes, sought documents reasonably connected to those purposes, articulated a potential harm to the company based on certain Board conduct, and was signed by a shareholder of the company. However, during his deposition, the plaintiff shareholder admitted that he “lent his name to a lawyer-driven effort by entrepreneurial plaintiffs’ counsel.” The plaintiff shareholder admitted that he did not (a) identify the purposes for the request; (b) identify the categories of documents to request; (c) review any of the correspondence between the company and his lawyers about the request; and more generally, (d) that he “was not involved in [plaintiff’s counsel’s] effort to obtain documents.” During the deposition, defense counsel also elicited the fact that the plaintiff had – at least on seven prior instances – lent his name as a named plaintiff for shareholder suits filed by the same plaintiff’s counsel. In light of all of these facts, the court concluded that the defendant proved the shareholder’s “purported purposes were not his actual purposes. They were his counsel’s purposes.” As a result, judgment was entered for the defendant company.