In Re Cysive, Inc. Shareholders Litigation

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• recognizing that a 35% stockholder could be a controlling stockholder given the likelihood that fewer than 100% of stockholders turn out for a vote
• finding that a process was fair where the evidence showed each committee member “devoted substantial time to the committee’s work” and “took its responsibilities seriously”
• noting that “a fully-informed majority of the minority vote” is “powerful evidence of fairness”
• noting that “a fully-informed majority of the minority vote” is “powerful evidence of fairness”
• noting that \it is unsurprising that few defendants have sought a pre-trial hearing to determine who bears the burden of persuasion on fairness” given \the factually intense nature of the burden-shifting inquiry” and the “modest benefit” gained from the shift
• holding a minority blockholder is a controller when “as a practical matter, [he] possesses a combination of stock voting power and managerial authority that enables him to control the corporation, if he so wishes”

Source: CourtListener parenthetical corpus (CC0).