In In re AbbVie Stockholder Derivative Litigation, 2015 Del. Ch. LEXIS 192 (Del. Ch. July 21, 2015), Vice Chancellor Sam Glasscock III rejected the plaintiffs’ request that they be accorded “equitable standing” to pursue derivative claims and clarified that, absent well-pleaded facts reflecting a “wrong abhorrent to equity,” there are no exceptions to the standing requirements for derivative actions set forth in 8 Del. C. Section 327.
Background
In April 2012, Abbott Laboratories incorporated AbbVie Inc. as its wholly owned subsidiary to hold Abbott’s research-based pharmaceutical business. In November 2012, Abbott’s board of directors approved the separation of Abbott and AbbVie. On Jan. 1, 2013, as part of a special dividend, Abbott distributed all shares of AbbVie common stock to Abbott stockholders, including the plaintiffs.
