Document: Shocking Technologies, Inc. v. Michael, C.A. No. 7164-VCN (Del. Ch. Sept. 28, 2012)

The Delaware Court of Chancery found that a director and stockholder of a Delaware corporation breached his duty of loyalty to the corporation by interfering with the cash-strapped corporation’s efforts to obtain funding and by disclosing confidential corporate information to potential investors in an effort to increase his control over the corporation.  However, the corporation was unable to show that it suffered any loss as a result of the breaches of fiduciary duty.  In addition, the Court found that the director subjectively believed that his actions were in the best interests of the corporation.  Accordingly, the Court declined to award the plaintiff damages or attorneys’ fees.