In re Answers: Court of Chancery Denies Motion to Dismiss, Finding Adequate Allegations that Directors Conceivably Could Have Acted in Bad Faith by “Consciously Disregarding” Their Duties in Sale of Company

In In re Answers Corporation Shareholders Litigation, the Court of Chancery refused to dismiss a lawsuit in connection with the acquisition of Answers Corporation by Summit Partners, L.P., holding that the plaintiffs adequately pled that four of Answers’ seven directors—though disinterested and independent—conceivably could have acted in bad faith, having known of the other directors’ interest but nevertheless conducting an expedited sales process.

Dispute Resolution 2012: Delaware

The Delaware judicial system consists of the Supreme Court, Court of Chancery, Superior Court, Family Court, Court of Common Pleas and Justice of the Peace Courts. The Delaware Constitution of 1897 also establishes a Court on the Judiciary with power to censure, remove or retire judicial officers for misconduct or failure to perform duties. The Supreme…