U.S. Court of Appeals for the Fifth Circuit, 2013

Joe W. & Dorothy Dorsett Brown Foundation v. Frazier Healthcare V, L.P.

U.S. Court of Appeals for the Fifth Circuit · Decided August 12, 2013 · Smith, Garza, Southwick

538 F. App'x 484

Counsel

Michael Reese Davis, Sr., Tim Paul Hartdegen, Hymel Davis & Petersen, L.L.C., Baton Rouge, LA, Cleveland Burke, Robert Alan Summers, Hohmann, Taube & Summers, L.L.P., Austin, TX, for Plaintiffs-Appellants., P. Nicholas Even, Matthew Adams McGee, Benjamin Lee Mesches, Haynes & Boone, L.L.P., Dallas, TX, Leslie Conant Thorne, Haynes & Boone, L.L.P., Joel Christian Boehm, Wilson Sonsini Goodrich & Rosati, P.C., Austin, TX, David Joel Berger, Esq., Terry T. Johnson, Esq., Luke A. Liss, Esq., Wilson Sonsini Goodrich & Rosati, P.C., Palo Alto, CA, for Defendants-Appellees.

Opinion

PER CURIAM: *

The plaintiffs, who were former shareholders, sued, alleging breach of fiduciary duty and related claims arising from a merger. The district court dismissed, correctly concluding that the claims were derivative and not direct under Delaware law. The court explained its ruling in a thorough and impressive twelve-page order entered August 27, 2012.

We have reviewed the briefs, the applicable law, and pertinent portions of the record and have heard the arguments of counsel. The judgment of dismissal is AFFIRMED, essentially for the reasons carefully set forth by the district court.

Pursuant to 5th Cir. R. 47.5, the court has determined that this opinion should not be published and is not precedent except under the limited circumstances set forth in 5th Cir. R. 47.5.4.

Case-law data current through December 31, 2025. Source: CourtListener bulk data.