ServiceMagic 2010 Annual Report Download - page 27
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Table of Contents
enrichment, violation of Section 14(a) of the Exchange Act and contribution and indemnification. The complaint sought an order voiding the
election of the Company's then current Board of Directors, as well as damages in an unspecified amount, various forms of equitable relief,
restitution and disgorgement of remuneration received by the individual defendants from the Company.
On September 15, 2005, IAC and the other defendants filed motions to dismiss both the securities class action and the shareholder
derivative suits, which motions the plaintiffs opposed. On October 12, 2006, the court heard oral argument on the motions. On March 22, 2007,
the court issued an opinion and order: (i) granting the defendants' motion to dismiss the complaint in the securities class action, with leave to
replead; and (ii) granting the defendants' motion to dismiss the complaint in the shareholder derivative suits, with prejudice.
On April 24, 2007, the plaintiffs in the shareholder derivative suits filed a notice of appeal to the United States Court of Appeals for the
Second Circuit from the district court's order of dismissal. On consent of the parties, the appeal was later withdrawn from active consideration by
the court of appeals. In addition, the plaintiffs stipulated that they would abandon their appeal if the district court were to dismiss with prejudice
the second amended complaint in the securities class action (as described below).
On May 15, 2007, the plaintiffs in the securities class action filed a second amended complaint. The new pleading continued to allege that
the defendants failed to disclose material information concerning problems at the Company's then-travel businesses and to assert the same legal
claims as its predecessor. On August 15, 2007, the defendants filed a motion to dismiss the second amended complaint, which motion the
plaintiffs opposed. On March 19, 2010, the district court issued a memorandum opinion and order granting the defendants' motion and
dismissing the second amended complaint with prejudice. Judgment was entered on March 20, 2010 and the plaintiffs did not appeal.
On April 1, 2010, as a result of the district court's ruling, the plaintiffs' appeal from the dismissal of the complaint in the two related
consolidated shareholder derivative suits was dismissed with prejudice on consent.
Item 4. Removed and Reserved.
Former Item 4, Submission of Matters to a Vote of Security Holders, has been removed and reserved in compliance with Form 10-K.
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