Oracle Derivative Litigation

Mr. Weiser was co- lead counsel in the Oracle action. In that case, plaintiffs challenged certain multi-million dollar stock sales made by Oracle’s senior officers, including Larry Ellison, Oracle’s founder. Oracle’s board of directors appointed a “special litigation committee” to investigate plaintiffs’ claims, and after a lengthy investigation, the committee moved to dismiss the case, having concluded that plaintiffs’ claims lacked merit. Among other things, plaintiffs’ challenged the independence of the committee members, their good faith, and their ultimate conclusion. The court denied the committee’s motion, which allowed the action to proceed to trial. The Oracle decision is one of four reported Delaware cases where a special litigations committee’s motion to dismiss was denied by a Delaware chancellor and many commentators view the Oracle case as a landmark decision for shareholders. For example, the Wall Street Journal called the seminal decision “one of the most far-reaching ever on corporate governance.” This case eventually settled for $100 million. Mr. Weiser believes that the $100 million recovery is the second largest derivative settlement ever. The Oracle case, and its impact on corporate governance matters nationwide, is the subject of numerous scholarly articles and treatises.
In re Oracle Corp. Derivative Litig., 824 A.2d 917 (Del. Ch. 2003)