Matter of RENREN, INC. DERIVATIVE LITIGATION, Plaintiff, v. XXX, Defendant.
Index No. 653594/2018
Decided: December 29, 2021
Plaintiff by: Reid Collins & Tsai LLP, 330 W 58th Street, Ste 403, New York, NY 10019; 1301 S Capital of Texas Highway, Building C, Suite 300, Austin, TX 78746 Grant & Eisenhofer P.A., 123 S Justison Street, Wilmington, DE 19801 Gardy & Notis, LLP, 126 E 56th Street, Floor 8, New York, NY 10022; 84 Business Park Dr, Ste 306, Armonk, NY 10504 Ganfer Shore Leeds & Zauderer LLP, 360 Lexington Ave, Floor 13, New York, NY 10017 Defendants by: Paul Weiss Rifkind Wharton & Garrison LLP, 1285 Avenue of the Americas, New York, NY 10019 Orrick, Herrington & Sutcliffe LLP, 51 52nd Street, Floor 14, New York, NY 10019 Morrison & Foerster, 250 W 55th Street, New York, NY 10019; Shin-Marunouchi Building, 29th Floor, 5-1, Maunouchi 1-Chome, Chiyoda-ku, Tokyo Winston & Strawn, MetLife Building 200 Park Ave., Office 10124, New York, NY 10166; 1901 L St NW, Washington, DC 20036 Goodwin Procter LLP, 620 8th Avenue, New York, NY 10018; 1900 N St NW, Washington, DC 20036; 100 Northern Avenue, Boston, MA 02210 Holland & Knight, LLP, 31 W 52nd Street, Floor 12, New York, NY 10019; 1180 W Peachtree Street, NW Ste 1800, Atlanta, GA 30309 Skadden, Arps, Slate, Meagher & Flom LLP, One Manhattan West, New York, NY 10001 McDermott Will & Emery LLP, One Vanderbilt Avenue, New York, NY 10017; 340 Madison Avenue, New York, NY 10017
Reference is made to a decision and order, dated December 10, 2021 (the Prior Decision; NYSCEF Doc. No. 846). Terms used but not otherwise defined herein shall have the meaning ascribed thereto in the Prior Decision.
During oral argument (12.9.2021), Plaintiffs' counsel indicated that some of the plaintiffs in this case are “new shareholders” (e.g., Tr. at 7, lines 18-19; NYSCEF Doc. No. 849) — shareholders who purchased their shares after the Record Date (i.e., the close of business of the day immediately preceding the announcement of the transaction which forms the basis for this litigation). Because these investors could not possibly have been defrauded and there could have been no breach of fiduciary duty as such breach of fiduciary is alleged in the complaint as these investors knew exactly what they were buying and because the market is efficient and these investors purchased their interests at an appropriate price factoring in the transaction, the Defendants are given leave to file an order to show cause seeking dismissal as it relates to these plaintiffs and any additional interests purchased by any other plaintiffs after the Record Date by January 14, 2022. Opposition shall be filed by January 28, 2022. The court shall hear the motion on January 31, 2022 at 10 am to the extent the court deems oral argument necessary after review of the submissions. For the avoidance of doubt, the filing of this order to show cause shall not preclude any other responsive pleading filed by notice of motion.
Andrew Borrok, J.
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