The Delaware Court of Chancery has ruled that a plaintiff must allege “strong evidence” that an investment adviser aided and abetted a board’s breach of fiduciary duty in cases where corporate charters include exculpatory provisions for directors. The court issued the opinion when it dismissed aiding and abetting claims against KeyBanc Capital Markets Inc. because the plaintiff failed to state a claim.
The decision by Vice Chancellor Sam Glasscock III in Houseman v. Sagerman appears to limit the impact of last month’s Rural/Metro opinion.
