Achieved a $69 million settlement for shareholders in one of Delaware Chancery Court’s largest corporate governance recoveries
Plaintiff(s):
Class B shareholders of ACS
Case type / claims:
Breach of fiduciary duty in connection with ACS’s negotiated buyout by Xerox Corp. The case alleged that the Board of Directors allowed the company’s founder and Chairman, Darwin Deason, to extract hundreds of millions of dollars at the expense of public shareholders.
Defendant(s):
ACS Board of Directors; Darwin Deason
Jurisdiction:
Delaware Chancery Court
Outcome:
- $69 million settlement for Class B shareholders — among the largest recoveries in Delaware Chancery Court history.
- Case underscored directors’ obligations to ensure fairness to all shareholders in merger negotiations.



