In re Oracle Corporation Derivative Litigation: Delaware Supreme Court Affirms Chancery Court Decision Not to Impose Fiduciary Duties on an Influential Minority Stockholder | JD Supra

On January 21, 2025, the Delaware Supreme Court affirmed the Court of Chancery’s decision in In re Oracle Corp. Derivative Lit., finding that a less than 50% stockholder does not owe fiduciary duties absent evidence of either general control over the corporation or transaction-specific control within the context of a particular deal.

The Oracle case arose out of Oracle’s $9.3 billion acquisition of NetSuite in 2016. NetSuite, a provider of cloud-based enterprise software, was…