In the case of In Re: CompuCom Systems, Inc. Stockholders Litigation , download pdf file, a Motion to Dismiss this class action was granted in part because the court observed no facts to support a reasonable inference to overcome the business judgment rule based on claims that the board sold the company at the behest of the majority shareholder to satisfy cash flow needs. Specifically, taking the allegations of the plaintiffs as true, as required under Rule 12(b)(6) for a Motion to Dismiss, the court still determined that insufficient facts were alleged to support a reasonable inference that the board and the special committee were dominated and controlled by the majority shareholder. Similarly, the court found that the factual allegations contained in the complaint did not overcome the presumption that the board acted “on an informed basis, in good faith, and in the honest belief that the contested transaction was in the best interest of the corporation and all of its shareholders.” The court reviewed in the detail the allegations that it determined did not establish a breach of the duty of care and it also reviewed the allegations that the board was dominated and controlled. It explained the analysis required to determine whether director independence was lacking. The court distinguished the McMullin decision by the Delaware Supreme Court because in that case a majority of the directors were found not to be independent and also in that case the court found, unlike the case at bar, that the board breached its duty of due care thereby not enjoying the protection of the business judgment rule.