WPP Investors, Edgar Smith Prevail in Delaware Court of Chancery

WPP Investors (WPP) and Edgar Smith obtained a dismissal on all counts of a claim alleging breach of an operating agreement and fiduciary duty asserted by Clifford Paper Inc. (CPI) in the Delaware Court of Chancery. Faegre Drinker represented WPP and Edgar Smith in the matter. In its opinion, the Court of Chancery held that CPI’s claims against the defendants were derivative, as opposed to direct, that the claims lacked standing under Delaware law based on a termination agreement signed in 2018, and that CPI failed to make a pre-suit demand or state a claim on which relief could be granted.