capital credit and supervisory goodwill as an asset towards meeting its net worth requirement, for which plaintiff, TFC, contributed its equity in Transohio Savings with a book value of $126.479 million and authorized an additional $42.166 million in equity. In making this determination, the court did not “rel[y] upon the ‘less exacting’ version of the substantial factor standard!.]” See 2/25/05 Gov’t Mot. Reconsider at 12. Instead, the court followed the rule that “the requirement of foreseeability is a more severe limitation than is the requirement of substantial or ‘proximate cause’ in the case of an action in tort or for breach of warranty!.]” See American Capital III, 63 Fed.Cl. at 712-13 (citing Restatement § 351(1) and cmt. a F. Lafferty, Inc., 267 F.3d 340, 348 (3d Cir.2001) (<HOLDING>); Frank v. Hadesman and Frank, Inc., 83 F.3d
holding under pennsylvania law that where fraud mismanagement or other wrong damages a corporations assets a shareholder does not have a direct cause of action however a corporation can suffer an injury unto itself and any claim it asserts to recover for that injury is independent and separate from the claims of shareholders creditors and others holding that shareholders claim is derivative if the alleged injury affects the shareholder indirectly in his or her capacity as a shareholder and describing the inquiry as whether the gravamen of the pleadings alleges injury to the plaintiff upon an individual claim as distinguished from an injury which directly affects the shareholders as a whole holding under maryland law that a breach of fiduciary duty claim alleging loss in share value shareholder must allege an injury distinct from an injury to the corporation holding that cause of action for injury to corporations property or for impairment or destruction of its business is vested in corporation as distinguished from its shareholders holding that unless a shareholder can show personal cause of action and personal injury claims for fraud and breach of fiduciary duty belong to the corporation and not the shareholder