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NEMEC v. SHRADER

Nos. 305, 2009, 309, 2009.

991 A.2d 1120 (2010)

Joseph NEMEC, Plaintiff Below, Appellant, v. Ralph W. SHRADER, et al., Defendants Below, Appellees. Gerd Wittkemper, Plaintiff Below, Appellant, v. Ralph W. Shrader, et al., Defendants Below, Appellees.

Supreme Court of Delaware.

Decided: April 6, 2010.

Attorney(s) appearing for the Case

Henry E. Gallagher, Jr. (argued), Connolly Bove Lodge & Hutz LLP, Wilmington, DE, for appellant Gerd Wittkemper.

Peter J. Walsh, Jr. (argued), Gregory A. Inskip, and Scott B. Czerwonka, Potter Anderson & Corroon LLP, Wilmington, DE, for appellant Joseph Nemec.

David J. Teklits and Kevin M. Coen, Morris, Nichols, Arsht & Tunnell LLP, Wilmington, DE; Of Counsel: Everett C. Johnson, Jr. (argued), J. Christian Word and Rebecca S. Giltner, Latham & Watkins LLP, Washington, DC, for appellees.

Before STEELE, Chief Justice, HOLLAND, BERGER, JACOBS and RIDGELY, Justices, constituting the court en banc.

STEELE, Chief Justice, HOLLAND and RIDGELY, Justices for the Majority.

Booz Allen ("the Company") redeemed Joseph Nemec's and Gerd Wittkemper's stock after their post-retirement put rights expired, but before selling its government business division. Nemec and Wittkemper asserted, and the Chancellor dismissed, claims that the board breached the Company's Stock Plan's implied covenant of good faith and fair dealing, and its fiduciary duty; and unjustly enriched itself...

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