Books and Records Inspection to Include Emails
A stockholder sued to inspect the corporation's books and records suspecting mismanagement. The stockholder demand under Delaware General Corporation Law (DGCL) Section 220 sought included emails among management. The stated objective of the request was to allow the stockholder to investigate possible wrongdoing. The Delaware Supreme Court held that the plaintiff met its burden to establish its right to inspect the corporation's e-mails. The court clarified Delaware law and described those circumstances when a demand for books and records under DGCL § 220 will require the company to produce electronically stored information (ESI), like these emails, to the extent necessary for the proper purpose established in the case.