In re McKesson Derivative Litigation, Saito, et. al. v. McCall, et. al.

As Lead Counsel in this stockholder derivative action, C&T challenged the actions of the officers, directors and advisors of McKesson and HBOC in proceeding with the merger of the two companies when their managements were allegedly aware of material accounting improprieties at HBOC.  In addition, C&T also brought (under Section 220 of the Delaware Code) a books and records case to discover information about the underlying events. C&T successfully argued in the Delaware Courts for the production of the company’s books and records which were used in the preparation of an amended derivative complaint in the derivative case against McKesson and its directors. Seminal opinions have issued from both the Delaware Supreme Court and Chancery Court about Section 220 actions and derivative suits as a result of this lawsuit. The action was settled with a $30 million payment by the Individual Defendants’ insurers to the Company, among other relief including the Company implementing important governance provisions ensuring the independence of the Board of Directors from management. Seminal opinions have issued from both the Delaware Supreme Court and Chancery Court about Section 220 actions and derivative suits as a result of this lawsuit. The action was settled with a $30 million payment by the Individual Defendants’ insurers to the Company, among other relief including the Company implementing important governance provisions ensuring the independence of the Board of Directors from management.

C.A. No. 17132 (Del. Ch.)