Pfeiffer v. Toll

How courts have described this case

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

• recognizing that in certain limited circumstances corporate fiduciaries can be charged with knowledge of matters related to the corporation’s “core operations”
• finding that defendants’ stock sales, including sales representing 29 percent of a defendant’s total shares, were suspicious in timing and amount where they occurred during the same period that a company made misleading representations about its growth
• noting that “[t]he facts are drawn from the allegations of the Complaint, from publicly available documents it incorporates by reference, and from information subject to judicial notice, such as the historical prices at which securities traded on the public markets”
• affording such an inference of knowledge under very different circumstances and un- der Rule 12(b)(6) but expressly distinguishing cases under Rule 23.1
• finding demand futile where the director defendants were also named in a companion federal securities action that survived a motion to dismiss
• finding demand futile based, in part, on federal court decision holding that the same individual defendants acted with scienter regarding “the same trades at issue” in the Delaware action

Source: CourtListener parenthetical corpus (CC0).