Pfeffer v. Redstone

How courts have described this case

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

• observing that the fiduciary duty of disclosure “is not an independent duty, but derives from the duties of care and loyalty”
• requiring “well-pleaded facts from which it can be reasonably inferred that [the omitted fact] was knowable and that the defendant was in a position to know it” (citation omitted)
• dismissing a disclosure claim for failing to demonstrate materiality of the misstatements
• on a motion to dismiss for -5- time-barred under the applicable statute of limitations. (10
• “Directors must fully and fairly disclose all material information within [their] control when seeking shareholder action.
• “[L]ogically the directors could not disclose,” and therefore had no duty to disclose, “allegedly missing facts” that they “did not know or have reason to know.”

Source: CourtListener parenthetical corpus (CC0).