IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE
IN AND FOR NEW CASTLE COUNTY
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HOWARD GUNTY PROFIT SHARING PLAN
MICHAEL CEASER TRUSTEE,
Plaintiff,
V. : CA. No.
DONALDSON, LUFKIN & JENRETTE, INC., JOHN S. :
CHALSTY, ANTHONY F. DADDINO, HENRI de CASTRIES, :
DAVID DELUCIA, DENIS DUVERNE, JANE MACK GOULD, :
LOUIS HA.RRIS, MICHAEL J. HEGARTY, ENRI G. :
r."
HOTTINGUER, HAMILTON E. JAMES, E. EDWIN
HARMAIN, FRANCIS JUNGERS,EDWARD D. MILLER, 1
STUART D. ROBBINS, JOE L. ROBY, WALTER
JEREMIAH, SANDERS III, STANLEY B.TULIN,
JOHN C. WEST,
Defendants.
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COMPLAINT
Plaintiff, by his attorneys, alleges upon information and belief, except with
respect to their ownership of Donaldson, Lufkin & Jenrette, Inc. ("DLJ") or the
"Company") common stock as follows:
PARTIES
I. Plaintiff is an owner of common stock of DLJ.
2. DLJ is a Delaware corporation with principal executive offices at
277 Park Avenue, New York, NY 10172. DLJ is a holding company with subsidiaries
which provide securities underwriting, sales and trading, merchant banking, financial
advisory, investment research, correspondent brokerage and online brokerage
SNIPPETS:
"Company") common stock as follows:
277 Park Avenue, New York, NY 10172.
DLJ is a holding company with subsidiaries
Defendant John S. Chalsty is Chairman of the Board and Chief
are Directors of the Company.
Defendants"), owe fiduciary duties to DLJ and its shareholders.
Plaintiff brings this action on his own behalf and as a class action
brought is so numerous that joinder of all class members is impracticable.
there were over 145 million shares of DLJ common stock outstanding held by
members of the Class and which predominate over any questions affecting any
The prosecution of separate actions by individual members of the
Class could create a risk of inconsistent or varying adjudications with respect to
management of this litigation.
For the reasons stated herein, a class action is superior to other
subsidiary of Credit Suisse Group.
The transaction is purportedly valued at $13.4 billion
the primay outstanding shares of DLJ and will realize pre-tax proceeds of about $8
billion for a pre-tax gain approximating $6.2 billion.
As part of the agreement,
paid in connection with DLJ employees stock option plan and about $1.2 billion is being
breach their fiduciary duties owed the plaintiffs and the class,
Plaintiff has no adequate remedy at law.
Granting such other and further relief as may be just and proper.
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