OPINION
ALLEN, Chancellor.
The complaint purports to be brought derivatively on behalf of Seaboard Corporation against Seaboard's controlling (75%) stockholder, Seaboard Flour Corporation ("Flour") and three individuals who comprise the board of directors of Seaboard, two of whom are the controlling (71%) shareholders of Flour. The charge is that the individual defendants "required the Company to enter into numerous transactions with Flour ... which...
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