FedEx Secures Affirmance in Stockholder Derivative Suit

On February 25, 2022, Skadden successfully secured an affirmance by the Delaware Supreme Court of a decision by the Delaware Court of Chancery dismissing a stockholder derivative complaint brought against FedEx’s current and former directors, senior executive officers and nominal defendant FedEx Corporation. The complaint alleged that the defendants breached their fiduciary duties by consciously failing to oversee FedEx’s compliance with state and federal laws governing the transportation and delivery of cigarettes. The Delaware Supreme Court agreed with the lower court’s ruling that the plaintiff failed to plead particularized facts that made it reasonably conceivable a majority of FedEx’s directors faced a substantial likelihood of liability for ignoring red flags in a manner demonstrating a conscious failure to monitor or oversee corporate operations.