Zoumboulakis
Zoumboulakis v. McGinn
Opinion
Lead Opinion
Davila, J.
ORDER GRANTING DEFENDANTS’ MOTION TO DISMISS
Re: Dkt. No.
Plaintiff Sofia Zoumboulakis (“Plaintiff’) filed the instant shareholder derivative action for the benefit of Nominal Defendant VeriFone Systems, Inc. (“VeriFone” or “Company”), against certain former and current members of VeriFone’s board of directors (the “Board”) and executive officers (collectively, “Defendants”), alleging breach of fiduciary duties and violation of federal securities law. Presently before the court is Defendants’ Motion to Dismiss Plaintiffs Second' Amended Shareholder Derivative Complaint pursuant to Federal Rules of Civil Procedure 12(b)(6) and 23.1. See Mot., Dkt. No. 48. _
Federal jurisdiction arises pursuant to 28 U.S.C. §§ 1331 and 1332(a). The court found this' matter suitable for decision without oral argument pursuant to Civil Local Rule 7-l(b), and previously vacated *923 the associated hearing. Having carefully reviewed the parties’ pleadings, the court grants Defendant’s Motion to Dismiss for the reasons explained below.
I. FACTUAL AND PROCEDURAL BACKGROUND
VeriFone is a global provider of technologies that process electronic payments for goods and services. Second Am. Compl., Dkt.…