Thomas & Betts Corporation v. Leviton

VEASEY, Chief Justice: In this appeal we affirm the order of the Court of Chancery denying in part and limiting a stockholder's entitlement to inspection of books and records. In doing so, we rest our decision on the fact that the trial court's determination of the stockholder's failure to show a proper purpose turned on legal and credibility assessments well within the proper burden placed on a stockholder seeking an inspection. Such a stockholder has the burden of showing, by a preponderance of the evidence, a proper purpose entitling the stockholder to an inspection of every item sought. Here, the Court of Chancery overstated the burden on the stockholder as a ""greater-than-normal evidentiary burden."" The burden on the stockholder is a normal burden and this stockholder failed to adduce sufficient evidence to meet that burden.