Tag: derivative claims

Cooley Alert: 9th Circuit Upholds Delaware Forum-Selection Clause

This terrific Cooley Alert, Ninth Circuit Upholds Delaware Forum-Selection Clause, Dismisses Federal Derivative Action, from our Securities Litigation + Enforcement group, discusses a recent Ninth Circuit decision, Lee v. Fisher,  upholding the enforceability of forum-selection clauses requiring shareholders to file derivative claims—even derivative claims brought under Section 14(a) of the Exchange Act—in the Delaware Court of Chancery.  Because Section 14(a) claims can be brought only in federal court, the Alert points out, the upshot of this decision is that shareholders cannot assert derivative claims under Section 14(a) in any court.