of ICN’s directors [lacked independence] because of their ties to and dependence on Panic's good will.” PI. Ans. Br. at n. 6. From this, I conclude that plaintiff has chosen not to rely on any allegation of lack of directorial independence in resisting this motion. 30 . Instead, plaintiff states that the "substantial likelihood that each of the defendants is liable to ICN” provides a disqualifying interest for demand purposes. This theory of interest is properly considered in the context of the second prong, discussed infra. 31 . Rales, 634 A.2d at 936. 32 . Aronson, 473 A.2d at 816. 33 . See Steiner v. Meyerson, Del.Ch., C.A. No. 13139, mem. op. at 24-25, 1995 WL 441999, Allen, C. (July 18, 1995). 34 . See In re the Walt Disney Co. Deriv. Litig., Del. Ch., 731 A.2d 342, 360 (1998) (<HOLDING>), appeal docketed, Del.Supr., No. 469, 1998
holding that it was not an abuse of discretion for the court to deny an award of attorneys fees to the wife holding that an inmates complaint was not sufficient to state a claim against the director or warden of the prison absent an allegation that they were directly involved in the alleged misconduct or recklessly indifferent to the constitutional violations of which they had some knowledge holding that award of 50000 was reasonable holding that a 50000 malicious prosecution compensatory damages award deviated materially from what would be reasonable compensation and ordering a new trial on the issue of damages unless plaintiff stipulated to a reduction in the award to 25000 holding that consulting fees of 50000 paid to an outside director without an allegation that 50000 was material to that director did not render that director beholden to the companys ceo