A derivative suit on behalf of BEA Systems claims the company’s directors and managers enriched themselves through the practice of backdating, and should pay damages. Their actions, plaintiffs say, cost the company money, as did the financial restatement that backdating triggered. With an amended complaint, plaintiffs lawyers add a new wrinkle: When directors rejected Oracle’s $6.7 billion takeover bid, they couldn’t have properly weighed the offer, because backdating had clouded the true value of BEA.
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