SEINFELD V. VERIZON COMMUNICATIONS, INC.
909 A.2d 117 (Del. 2006)
NATURE OF THE CASE: Seinfeld (P) appealed from a summary judgment in favor of Verizon (D)
for P's failure to meet evidentiary burden to demonstrate a proper purpose to justify the
inspection of D's records.
FACTS: P brought suit under section 220 of the Delaware General Corporation Law to compel
D to produce, for inspection, its books and records for compensation of D's three highest
corporate officers from 2000 to 2002. P claimed that the compensation given was waste. D
moved for summary judgment and it was granted. P had failed to establish a credible basis
from which the Court of Chancery could infer there were legitimate issues of possible waste,
mismanagement or wrongdoing that warranted further investigation. P appealed claiming that
such a burden of proof erects an insurmountable barrier for minority shareholder of a public
company.
ISSUE:
RULE OF LAW:
HOLDING AND DECISION:
LEGAL ANALYSIS:
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