...) Derivative plaintiff shall not receive any award of fees and expenses from defendants or from the nominal defendant in the derivative action except for the payment described in the preceding paragraph. ...award of fees for services rendered and reimbursement of expenses incurred in prosecuting the above captioned derivative action (including the affidavit of Jerold Hoffman, counsel for derivative...: (1) Derivative plaintiffs counsel shall be paid fees and expenses from such fees and expenses as are awarded by the court in the above-captioned Class Action. (2...

...affirm in part and reverse in part the judgment entered for these individuals in this derivative action (and address various probate petitions consolidated therewith) in Patrick v. Turner (Oct. 22, 2008, G037607) (nonpub. opn.). The court erred in sustaining Alacer's demurrer to the derivative causes of action Alacer is the real party in interest, and only a nominal defendant. It...].) Though the corporation is essentially the plaintiff in a derivative action, "[w]hen a derivative suit is brought to litigate the rights of the corporation, the corporation . . . must be joined as a nominal defendant." ( Grosset...it oppose the action? A demurrer may be filed only by "[t]he party against whom a complaint . . . has been filed. . . ." (§ 430.10.) The complaint in a derivative action is filed on the corporation's behalf; not against it. ( Jones, supra, 1 Cal.3d at p. 107; Beyerbach, supra, 42 Cal.2d at p. 28.) It is only a "nominal defendant." ( Grosset...

...: (IN CHAMBERS) Order Dismissing the Case On August 3, 2022, Miroslav Kefurt (“Plaintiff') brought this derivative action on behalf of nominal defendant Bremach, Inc. (“Bremach...aside the dismissal. Further, as the nominal defendant in this derivative action, Bremach is also an indispensable party to the case...transfer, this Court ordered Plaintiff to show cause as to why the action should not be dismissed for lack of prosecution as to Bremach, the nominal defendant, because Bremach was never served. (ECF No. 58...

...her shareholder derivative action (the "Derivative Action") purportedly on behalf of Nominal Defendant VIVUS, Inc. ("VIVUS" or the "Company") in this Court, naming certain officers and directors of the...Complaint"), which is the operative pleading in the Derivative Action; WHEREAS, Defendants and Nominal Defendant in this Derivative Action believe they have legal challenges to..., with the initial case filed November 24, 2010 (the "State Derivative Action"); and WHEREAS, the parties to the State Derivative Action have agreed upon a stipulation continuing the schedule in the State Derivative Action in a manner consistent with the schedule provided for in this Stipulation and [Proposed] Order: STIPULATION IT IS HEREBY STIPULATED AND AGREED, by and between undersigned counsel, subject to approval of this Court, that: 1. Defendants and Nominal Defendant shall...

...P. CORLEY ( pro hac vice ) ELIZABETH P. SKOLA ( pro hac vice ) Counsel for Nominal Defendant Oclaro, Inc. FINKELSTEIN THOMPSON LLP By: Mark Punzalan MARK PUNZALAN Counsel for Plaintiff Toby Aguilar GIDON M. CAINE GIDON M. CAINE ALSTON & BIRD LLP Jessica P. Corley (pro hac vice) Elizabeth P. Skola (pro hac vice) ALSTON & BIRD LLP One Atlantic Center Attorneys for Nominal Defendant OCLARO, INC. (Derivative Action) STIPULATION..., plaintiff Toby Aguilar commenced a derivative action against nominal defendant Oclaro, Inc. ("Oclaro"), and defendants Alain Couder, Jerry Turin, James Haynes, Bernard Couillaud, Giovanni Barbarossa...COUDER, JOEL A. SMITH III, JERRY TURIN, and JAMES HAYNES, Defendants. and OCLARO, INC., Nominal, Defendant. By: Gidon M. Caine GIDON M. CAINE and JESSICA...

...derivative action on behalf of Reading International, Inc. (RDI), challenging conduct by RDI's board of directors. Both RDI and the directors moved to dismiss the action and later challenged the merits of the action. We conclude that a corporation, as a nominal defendant, is...we can consider Cotter Jr.'s challenges to the district court's summary judgment, we must initially consider whether RDI, as a nominal defendant, can oppose the underlying action or present argument on appeal. Then we must consider whether Cotter Jr. represents the shareholders adequately enough to have standing under NRCP 23.1. Nominal defendant RDI cannot challenge the merits of the underlying derivative action...can challenge Cotter Jr.'s standing in bringing this suit Cotter Jr. argues that RDI, as a nominal defendant, does not have standing to oppose these appeals, and since RDI lacks standing, this court need not consider RDI's arguments. We have not previously addressed a corporation's standing as a nominal defendant in a derivative action. In...

...to disqualify . . . counsel for Fish [Corp.] on grounds that by filing a demurrer, answer, and cross-complaint, [it] has improperly taken sides in the derivative action against the interests of the corporation, which is the real party plaintiff on whose behalf the derivative claim is brought. As the court explained in Patrick v. Alacer Corp. (2008) 167 Cal.App.4th 995, 'a nominal defendant corporation...may not defend a derivative action filed on its behalf.' [Citation.] The question in this case is whether it has improperly done so. "The fundamental problem with [Eng's] argument is [he was the] plaintiff [who] created the perceived necessity for Fish Corp. to respond to the FAC. While a nominal corporate defendant may...court should have retained Fish Corp.'s involvement in the action as a nominal defendant to his derivative cause of action. However, as we discuss below, Eng misinterprets the language of the April 28...

...          WHEREAS, on November 19, 2010, plaintiff filed her shareholder derivative action (the "Derivative Action") on behalf of nominal defendant Vivus, Inc. ("Vivus" or the "Company") in this Court..., new allegations in the Securities Class Action may well affect the allegations that plaintiff wishes to put forward in the Derivative Action;          WHEREAS, defendants and nominal defendant in...");          WHEREAS, the Securities Class Action is related to the Derivative Action as defined by Local Rule 3-12 in that both actions concern substantially the same parties and events...

.... Green Bay Western R.R., 326 U.S. 549, was not a derivative action brought in the right of a nominal defendant corporation. Rogers v...transactions that are important — in the derivative action it is more likely that only the corporation's books, records and transactions will be important and only the defendant will be affected by the choice.... 2. In a derivative suit, a federal district court may refuse to exercise its jurisdiction when a defendant shows much harassment and plaintiff's response not only discloses little countervailing...

...Defendants”), and Nominal Defendant CleanSpark (together with the Individual Defendants, “Defendants”) (collectively, with Plaintiffs, the “Parties”), by and through their undersigned counsel, hereby enter into the following stipulation and proposed order: The Six Derivative Actions WHEREAS, on May 26, 2021, plaintiff Andrea Ciceri filed a shareholder derivative action on...of nominal defendant CleanSpark in the United States District Court for the District of Nevada, captioned Ciceri v. Bradford, et al., Case No. 2:21-cv-01004-GMN-BNW (“Ciceri”). Ciceri was assigned to this Court; and WHEREAS, on June 22, 2021, plaintiff Mark Perna filed a second shareholder derivative action on...derivative action on behalf of nominal defendant CleanSpark in the Eighth Judicial District Court of the State of Nevada in and for Clark County, captioned Iraci v. Bradford, et al., Case No...

...shall be consummated in accordance with the terms and conditions of the Derivative Stipulation. 5. The Federal Derivative Action and all claims contained therein are hereby dismissed with prejudice as to Micromuse and the Individual Defendants (jointly the "Defendants"). 6. Upon the Effective Date, and except as provided in paragraph 12 below, Derivative Plaintiff and Micromuse (as a nominal defendant in...Judgment and Dismissal. 7. Upon the Effective Date, and except as provided in paragraph 12 below, Derivative Plaintiff, Micromuse (as a nominal defendant in the Federal Derivative Action), and...all other applicable law. 3. This action is properly maintained as a derivative action under Rule 23.1 of the Federal Rules of Civil Procedure on behalf of Micromuse, and Greg...

.... Before: Friedman, J.P., Sullivan, Buckley and Malone, JJ. In this shareholder derivative action against nominal defendant Tyco...in another shareholder derivative lawsuit in federal court, viz., In re Tyco Intl., Ltd. ( 340 F Supp 2d 94 [D NH 2004]). The issue of whether Bermuda law applies was raised, decided, and...material in the federal action ( see id. at 96; see generally Pinnacle Consultants v Leucadia Natl. Corp., 94 NY2d 426, 432), and plaintiffs had a full and fair opportunity to litigate that...

...Reimbursement of Costs. Plaintiffs here bring a derivative action on behalf of nominal defendant RINO International Corporation. This court also presides over a related class action (the "shareholder...) 02-08-2013 M. AILEEN MORNINGSTAR and ALICE SLETTEDAHL, Derivatively on Behalf of Nominal Defendant RINO INTERNATIONAL CORPORATION, Plaintiff, v. ZOU DEJUN, KENNITH...creation and distribution of a $7 million common settlement fund. (Stream Sicav Dkt. No. 235.) Derivative Plaintiffs here were not parties to the shareholder class action, nor did Derivative...

...nominal defendant Centene Corporation, Plaintiffs, v. MICHAEL F. NEIDORFF, et al., Defendants, and CENTENE CORPORATION, Nominal Defendant. CATHERINE D. PERRY UNITED STATES DISTRICT JUDGE MEMORANDUM AND ORDER Nominal defendant Centene Corporation moves to stay this shareholder derivative action pending...pending resolution of the motion to dismiss in the securities action. This shareholder derivative action is brought by plaintiff-shareholders of nominal defendant Centene Corporation...fact that [Centene] is a nominal plaintiff in the derivative action and an actual defendant in the securities class action." Id. at 1045 (citing Smith ex rel. Apollo, 2012 WL 79237...

...grounds that the corporation was the actual party plaintiff and only a nominal defendant. In a true derivative action, the minority stockholders bring suit for and on behalf of the corporation because...the corporation has failed to bring the action. In such a suit, though the corporation is named as a nominal defendant, it is the actual plaintiff. 3 Hildebrand Texas Corporations, Secs. 764, 773, 774; Providential Investment Corporation v. Dibrell, Tex.Civ.App., 320 S.W.2d 415; 13 Fletcher Cyclopedia, Corporations, (Perm.Ed.) Sec. 5953; 19 C.J.S. Corporations Sec. 830. In some situations, the corporation is something more than a nominal defendant. If the derivative action threatens...which a change of venue was urged by the corporation named as a defendant in a derivative action. In McHarg v. Commonwealth Finance Corp., 44 S.D. 144, 182 N.W. 705...

...Peregrine's bankruptcy estate," and "[n]otably absent is Peregrine, the nominal defendant in [a] derivative action." At the hearing, the parties and the court agreed Delaware law is...(direct action) or to the corporation (derivative action)." ( Ibid.) When the claim is derivative, the "shareholder is merely a nominal plaintiff. . . . Even though the corporation is joined as a nominal defendant . . ., it..., Charles E. Noell, III, William D. Savoy and Thomas G. Watrous, on the ground this is a derivative action Schuster lacks standing to pursue. Schuster contends the trial court erred by finding the action...

.... MICHAEL F. NEIDORFF, et al., Defendants, and CENTENE CORPORATION, Nominal Defendant. NANNETTE A. BAKER UNITED STATES MAGISTRATE JUDGE MEMORANDUM AND ORDER This matter is before the Court on review of the file. Laura Wood ("Wood") and the Peoria Police Pension Fund (the "Fund") are plaintiffs in another shareholder derivative action brought...behalf of Nominal Defendant Centene Corporation, which is currently pending...Case Number 4:18-cv-00393 [Doc. 4], pursuant to which they entered their appearance as plaintiffs in this action. However, Wood and the Fund are not parties to this cause of action, and properly appear...

...potential breaches of fiduciary duty in connection with the Shine Transaction. The same day that it filed this 220 Action, Central Laborers, joined by another plaintiff, commenced a derivative action against News Corp.'s directors and News Corp., as a nominal defendant (the...“Derivative Complaint”) asserting claims against News Corp., as a nominal defendant, and the News Corp. board. The Derivative Complaint challenged the Shine Transaction as the product of an unfair process...Pension Fund (“Central Laborers”), instituted this action, under section 220 of the Delaware General Corporation Law, to compel the defendant-appellee, News Corporation (“News Corp.”), to produce...

...2000, Janssen commenced a shareholder's derivative action on behalf of MPRA against Best Flanagan for legal malpractice, alleging that Best Flanagan, as counsel for the MPRA, failed to conduct a "due diligence" inquiry into one of MPRA's investments. Janssen also named the MPRA Board as a defendant and MPRA as a "nominal defendant...defendant. In this derivative action, the claims were brought on behalf of MPRA and were asserted only against Best Flanagan. Therefore, dismissal of the complaint necessarily went to the claims against.... We reverse the court of appeals' decision. The facts concerning Janssen's shareholder's derivative cause of action...

..., L.P., Defendants and ARRAY TECHNOLOGIES, INC., Nominal Defendant. VICTOR MARRERO, U.S.D.J. [PROPOSED] ORDER DECONSOLIDATING SHAREHOLDER DERIVATIVE ACTION FROM...the joint request (the “Request”) of Derivative Plaintiff Wa Ping Kwan (“Kwan”), Nominal Defendant Array Technologies, Inc., f/k/a ATI Intermediate Holdings, LLC (“Array”), Defendants ATI Investment...action, Kwan v. Fusaro, et. al, Case No. 1:21-cv-06127-SLC-VM (S.D.N.Y.) (the “Kwan Derivative Action”), from a related securities class action before the Court, Plymouth County...