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Corporations Keyed to Hamilton
Aronson v Lewis
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*Case Brief Anatomy includes: Brief Prologue, Complete Case Brief, Brief Epilogue
- The Brief Prologue provides necessary case brief introductory information and includes:
- Topic: Identifies the topic of law and where this case fits within your course outline.
- Parties: Identifies the cast of characters involved in the case.
- Procedural Posture & History: Shares the case history with how lower courts have ruled on the matter.
- Case Key Terms, Acts, Doctrines, etc.: A case specific Legal Term Dictionary.
- Case Doctrines, Acts, Statutes, Amendments and Treatises: Identifies and Defines Legal Authority used in this case.
- The Case Brief is the complete case summarized and authored in the traditional Law School I.R.A.C. format. The Pro case brief includes:
- Brief Facts: A Synopsis of the Facts of the case.
- Rule of Law: Identifies the Legal Principle the Court used in deciding the case.
- Facts: What are the factual circumstances that gave rise to the civil or criminal case? What is the relationship of the Parties that are involved in the case. Review the Facts of this case here:
Plaintiff’s derivative suit against Defendants is based on Defendants approval of certain transactions that occurred between Meyers and Defendant Director, Leo Fink (Fink), a 47% stockholder of Meyers. In particular, Plaintiff challenges an employment agreement between Meyers and Fink and an interest-free loan by Meyers to Fink. Plaintiff claims he did not make a demand for action to Defendants before bringing this suit because such a demand would be futile for the following reasons: (1) Defendants participated in, approved, and may be personally liable for the wrongs complained of; (2) Fink controls and dominates Defendants because he personally selected Meyer’s officers and directors; and (3) Defendants would need to sue themselves, putting the action in hostile hands. The Court of Chancery held that plaintiffs’ allegations raised a reasonable inference that the Defendants actions were unprotected by the business judgment rule and thus a demand for action to Defendants would be futile. Defendants appeal.
- Issue(s): Lists the Questions of Law that are raised by the Facts of the case.
- Holding: Shares the Court's answer to the legal questions raised in the issue.
- Concurring / Dissenting Opinions: Includes valuable concurring or dissenting opinions and their key points.
- Reasoning and Analysis: Identifies the chain of argument(s) which led the judges to rule as they did.
- The Brief Prologue closes the case brief with important forward-looking discussion and includes:
- Policy: Identifies the Policy if any that has been established by the case.
- Court Direction: Shares where the Court went from here for this case.