Beam v. Stewart
Citation
845 A.2d 1040 (Del. 2004)
Facts
Stub — to be completed.
Issue
Stub — to be completed.
Holding
Stub — to be completed.
Rule
To establish demand futility based on director interest, a plaintiff must show a reason to doubt each director’s ability to act independently; social relationships and business connections alone are generally insufficient — there must be specific facts suggesting that a director’s interest in a friendship or relationship would cause them to be unable to exercise independent business judgment.
Significance
Clarifies the director independence analysis for demand futility in Delaware; social ties to the alleged wrongdoer, even close friendships, do not automatically establish a lack of independence absent additional facts showing a material dependence.