Four Decades for Justice
On March 22, 2012, the New York Appellate Division, First Department, affirmed New York State Supreme Court Justice Shirley W. Kornreich’s December 10, 2010, decision in favor of Cravath client Morgan Stanley. Judge Kornreich had granted Morgan Stanley’s motion to dismiss a shareholder derivative action brought against current and former Morgan Stanley directors and executive officers and, nominally, Morgan Stanley (Security Police and Fire Professionals of America Retirement Fund, et al. v. John J. Mack, et al.). The action alleged breach of fiduciary duty, corporate waste and unjust enrichment arising from the total amount of compensation that Morgan Stanley paid its employees in fiscal years 2006, 2007 and 2009. The Court ruled that the complaint failed to show that pre-suit demand on Morgan Stanley’s Board of Directors would have been futile because the complaint failed to raise a reasonable doubt that a majority of the Board was disinterested, that a majority of the Board was independent or that the Board’s decision was protected by the business judgment rule. The complaint was dismissed with prejudice, and plaintiffs appealed.
The Cravath lawyers involved in this matter include partners Evan R. Chesler and Daniel Slifkin and associate Yelena Konanova.
Deals & Cases
August 11, 2022
On August 5, 2022, the New York Supreme Court, Commercial Division, dismissed with prejudice a lawsuit brought by Moby S.p.A., one of the world’s largest passenger shipping companies, against Cravath client Morgan Stanley and two of its employees. The lawsuit was related to Moby’s restructuring proceeding in Milan, Italy.
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