Shareholder Derivative Litigation

. . . When companies won’t act on their own accord.


Shareholder derivative lawsuits are brought by shareholders, on behalf of the company, against corporate officers and directors to seek specific corporate actions, changes in corporate behavior or financial recovery for breaches of fiduciary duty.

Breaches of fiduciary duty and financial fraud involving corporate activity takes many forms. Often, however, corporate misconduct involves the most senior company officers who have the most to gain through misrepresentations made to their own boards of directors, shareholders, the investing public, lenders, trade creditors and contract counter-parties. Sometimes, those corporate insiders are aided by professional advisors, such as lawyers or accountants.

Evangelista Worley, LLC’s expertise in officer and director breach of fiduciary duty and financial fraud is particularly suited to shareholder derivative litigation. We prosecute these cases on a full contingency basis. Contact us to help you evaluate any potential claims. Our attorneys have had leadership roles in many derivative litigations, including:

In Re: Bank of America Corp Stockholder Derivative Litigation, C. A. No. 4307-VCS (Del. Ch.), and intervention action in In Re: Bank of America Corp. Securities, Derivative, and Employee Retirement Income Security Act (ERISA) Litigation, Master File No. 09-cv-00808 (S.D.N.Y.) (appointed co-lead counsel; increase of competing inadequate $20 million settlement of shareholder derivative class action regarding purchase of Merrill Lynch to $62.5 million);

 • Kirschner et al. v. Hermelin et al. (Probate Court, St Louis County, Missouri) (obtained confidential settlement from trustees for breach of fiduciary duties in loss of $150 million in two family trusts);

Pierce/Ferber v. Fairfield Greenwich Group, et al. (N.Y. Sup. Ct.) (represented Madoff investors through largest Madoff feeder funds in derivative action on behalf of the funds against fund managers, auditors and administrators);

• In Re: Ebix. Inc. Shareholder Derivative Action, Superior Court of Fulton County, GA, Civil Action No. 2011CV205276 (appointed liaison counsel; strong corporate governance improvements in resolution of derivative shareholder class action against directors for alleged breaches of fiduciary duties, abuse of control, and gross mismanagement of public company);

In Re: EasyLink Services International Corp., Superior Court of Gwinnett County, GA, Civil Action No. 12A-04020-3 (appointed liaison counsel; achieving material, supplemental disclosures regarding terms and valuation of public company in connection with acquisition in resolution of derivative shareholder class action against directors of public company);

In Re: Comprehensive Care Corp. Shareholder Litig., Cons. C.A. No. 2692 (halted procedurally unfair merger);

• Lane v. Beeland Management Co. (Ill. Cir. Ct.) (represented investors in derivative action on behalf of public commodities fund caught in the Refco bankruptcy); and

Criddle v. CNF, Inc., CA No. 434340 (San Mateo, Ca.) (derivative action resulted in corporate governance changes to address specific misconduct alleged in the complaint relating to aircraft safety and maintenance reporting issues).

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