On May 6, 2015, the Delaware Supreme Court heard oral argument on two cases that presented the same question: “In an action for damages against corporate fiduciaries, where the plaintiff challenges an interested transaction that is presumptively subject to entire fairness review, must the plaintiff plead a non-exculpated claim against the disinterested, independent directors to survive a motion to dismiss by those directors?” The Court responded in the affirmative stating, “A plaintiff seeking only monetary damages must plead non-exculpated claims against a director who is protected by an exculpatory charter provision to survive a motion to dismiss, regardless of the underlying standard of review for the board‘s conduct—be it Revlon, Unocal, the entire fairness standard, or the business judgment rule.” (citations omitted) The decision issued by the Court on May 14, 2015 may be read in its entirety here.