The claims asserted in the derivative actions include breach of fiduciary duty and other common law claims based on allegations that the defendants permitted the Company to make false or misleading public statements, certain defendants (including Mr. Jeffries) sold shares of common stock of the Company while in possession of material non-public information and the defendants caused or permitted the Company to engage in certain discriminatory behavior.
The Special Litigation Committee's Investigation:
The special litigation committee was established by the board of directors in October 2005 to investigate the claims asserted in the Booth litigation. The scope of the committee's review was subsequently expanded to include review of the claims asserted in the additional derivative actions.
The special litigation committee was composed of outside directors and was advised by independent counsel, Cahill Gordon & Reindel LLP. In its review, conducted over the course of more than one year, the committee or its counsel conducted more than 50 interviews and reviewed more than 100,000 pages of documents.
The Special Litigation Committee's Conclusion:
Based on its review, the special litigation committee concluded that there is no evidence to support the allegations of wrongdoing by the defendants asserted in the derivative actions, including the allegations regarding misleading statements or omissions, insider trading, and failure to deter discriminatory behavior.
Abercrombie & Fitch Co, USA
marketing@alchempro.com
