This case was last updated from U.S. District Courts on 07/04/2021 at 07:03:57 (UTC).

Stein v. Liang et al

Case Summary

On May 5, 2021, Shiva Stein (“Plaintiff”) derivatively on behalf of Super Micro Computer, INC., represented by Evan Jason Smith of Brodsky & Smith LLC filed a civil action against Charles Liang (“C. Liang”), Howard Hideshima (“Hideshima”), Yih-Shyan (Wally) Liaw (“Liaw”), Chiu-Chu Liu Liang (“Sara Liang”) and others (collectively, the “Individual Defendants,” and together with Super Micro, the “Defendants”), seeking damages and directions to improve corporate governance among other reliefs for alleged misconduct and breaches of fiduciary duty by the Individual Defendants. This case was filed in U.S. District Court in the Northern District of California with Judge Kandis A. Westmore presiding. 

 

In its complaint, Plaintiff alleged that “The Individual Defendants also caused Super Micro to fail to meet its U.S. Securities and Exchange Commission (“SEC”) filing deadlines twice due to accounting irregularities; requiring the Company to issue a prior period adjustment. Thereafter, the Individual Defendants caused the Company to make public statements to assure investors that it had taken steps to fix the issues, including through substantial investment in the implementation of a SAP SE (“SAP”) accounting system.”

 

Plaintiff further alleged that “The Company’s 2017 Form 10-K detailed numerous negative consequences of the Individual Defendants’ conduct which placed “downward pressure on our stock price” and increased the degree of risk in investing in Super Micro. The inability to file financial statements with the SEC negatively impacted the Company’s financing, including its ability to raise debt or issue equity, and hurt the Company’s ability to attract and retain employees.”

 

Plaintiff also alleged that “The Individual Defendants breached their duty of loyalty by allowing Defendants to cause, or by themselves causing, the Company to engage in an unlawful accounting scheme, maintain ineffective internal controls and disclosure controls, and make false and misleading statements to the public, improper practices that wasted the Company’s assets, and caused Super Micro to incur substantial damage.”

 

Plaintiff even further alleged that “During all times relevant hereto, the Individual Defendants, collectively and individually, initiated a course of conduct that was designed to and did: (i) deceive the investing public, including stockholders of Super Micro, regarding the Individual Defendants’ management of Super Micro's operations and rampant accounting violations; and (ii) enhance the Individual Defendants' executive and directorial positions at Super Micro and the profits, power, and prestige that the Individual Defendants enjoyed as a result of holding these positions. In furtherance of this plan, conspiracy, and course of conduct, the Individual Defendants, collectively and individually, took the actions set forth herein.”

 

Plaintiff has laid down five claims for relief. The first claim is for breach of Fiduciary Duties (Against the Officer Defendants), the second claim is for breach of Fiduciary Duties (Against the Director Defendants), the third claim is against the Individual Defendants for Waste of Corporate Assets, the fourth claim is against the Individual Defendants for Unjust Enrichment, and the fifth claim is Against Individual Defendants C. Liang, Wally Liaw, and Howard Hideshima For Contribution Under §§10(b) and 21D of The Exchange Act. 

 

In its prayer for relief, the Plaintiff has requested the Court to declare that Plaintiff may maintain this action on behalf of Super Micro, award damages for violations of various laws alleged, Direct Super Micro to take all necessary actions to reform and improve its corporate governance and internal procedures to comply with applicable laws. Plaintiff further requested the Court to direct Defendants to fully fund effective governance, award damages jointly and severally together with prejudgement and post judgment interest, grant restitution from each individual Defendants along with costs of litigation. 

 

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Case Details Parties Documents Dockets

 

Case Details

  • Case Number:

    4:21-CV-03357

  • Filing Date:

    05/05/2021

  • Case Status:

    Pending - Other Pending

  • Case Type:

    Finance - Security/Commodity/Exchange

Judge Details

Presiding Judges

Kandis A. Westmore

Saundra Brown Armstrong

 

Party Details

Plaintiff

Shiva Stein

Defendants

Charles Liang

Michael S. McAndrews

Saria Tseng

Yih-Shyan Liaw

Super Micro Computer, Inc.

Chiu-Chu Liu Liang

Hwei-Ming Tsai

Howard Hideshima

Sherman Tuan

Laura Black

Attorney/Law Firm Details

Plaintiff Attorney

Evan Jason Smith

Attorney at Brodsky & Smith LLC

9595 Wilshire Boulevard, Suite 900

Beverly Hills, CA 90212

Defendant Attorney

Stephen D. Hibbard

Attorney at Jones Day

555 California Street, 26Th Floor

San Francisco, CA 94104

 

Court Documents

#1

1 #1

Exhibit Verification

#2

#3

#4

#5

#7

#8

#9

#10

#11

#12

#13

#14

#16

#17

5 More Documents Available
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Docket Entries

  • 07/01/2021
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  • Docket(#17) ORDER OF REFERRAL TO DETERMINE WHETHER CASES ARE RELATED. Signed by Judge Saundra Brown Armstrong on 7/1/2021. Also filed in 18-cv-00838-JST (amgS, COURT STAFF) (Filed on 7/1/2021) (Entered: 07/01/2021)

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  • 07/01/2021
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  • Docket(#16) ORDER REASSIGNING CASE. Case reassigned using a proportionate, random, and blind system pursuant to General Order No. 44 to Judge Saundra Brown Armstrong for all further proceedings. Magistrate Judge Kandis A. Westmore no longer assigned to case, Signed by the Clerk on 7/1/2021. (anjS, COURT STAFF) (Filed on 7/1/2021) (Entered: 07/01/2021)

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  • 06/30/2021
  • Docket(#15) CLERK'S NOTICE OF IMPENDING REASSIGNMENT TO A U.S. DISTRICT COURT JUDGE: The Clerk of this Court will now randomly reassign this case to a District Judge because either (1) a party has not consented to the jurisdiction of a Magistrate Judge, or (2) time is of the essence in deciding a pending judicial action for which the necessary consents to Magistrate Judge jurisdiction have not been secured. You will be informed by separate notice of the district judge to whom this case is reassigned. ALL HEARING DATES PRESENTLY SCHEDULED BEFORE THE CURRENT MAGISTRATE JUDGE ARE VACATED AND SHOULD BE RE-NOTICED FOR HEARING BEFORE THE JUDGE TO WHOM THIS CASE IS REASSIGNED. This is a text only docket entry; there is no document associated with this notice. (amgS, COURT STAFF) (Filed on 6/30/2021) (Entered: 06/30/2021)

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  • 06/29/2021
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  • Docket(#14) CONSENT/DECLINATION to Proceed Before a US Magistrate Judge by Laura Black, Chiu-Chu Liu Liang, Yih-Shyan Liaw, Michael S. McAndrews, Super Micro Computer, Inc., Hwei-Ming Tsai, Saria Tseng, Sherman Tuan.. (Hibbard, Stephen) (Filed on 6/29/2021) (Entered: 06/29/2021)

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  • 06/29/2021
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  • Docket(#13) STIPULATION Joint Stipulation To Extend Time For Defendants To Answer Or Otherwise Respond To Plaintiffs Complaint [No Order Pursuant To Civil L.R. 6-1] filed by Laura Black, Chiu-Chu Liu Liang, Yih-Shyan Liaw, Michael S. McAndrews, Super Micro Computer, Inc., Hwei-Ming Tsai, Saria Tseng, Sherman Tuan. (Hibbard, Stephen) (Filed on 6/29/2021) (Entered: 06/29/2021)

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  • 06/07/2021
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  • Docket(#12) WAIVER OF SERVICE Returned Executed filed by Shiva Stein. Service waived by Charles Liang waiver sent on 6/7/2021, answer due 8/6/2021. (Smith, Evan) (Filed on 6/7/2021) (Entered: 06/07/2021)

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  • 06/07/2021
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  • Docket(#11) WAIVER OF SERVICE Returned Executed filed by Shiva Stein. Service waived by Howard Hideshima waiver sent on 5/7/2021, answer due 7/6/2021. (Smith, Evan) (Filed on 6/7/2021) (Entered: 06/07/2021)

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  • 06/07/2021
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  • Docket(#10) WAIVER OF SERVICE Returned Executed filed by Shiva Stein. Service waived by Laura Black waiver sent on 5/7/2021, answer due 7/6/2021; Chiu-Chu Liu Liang waiver sent on 5/7/2021, answer due 7/6/2021; Yih-Shyan Liaw waiver sent on 5/7/2021, answer due 7/6/2021; Michael S. McAndrews waiver sent on 5/7/2021, answer due 7/6/2021; Super Micro Computer, Inc. waiver sent on 5/7/2021, answer due 7/6/2021; Hwei-Ming Tsai waiver sent on 5/7/2021, answer due 7/6/2021; Saria Tseng waiver sent on 5/7/2021, answer due 7/6/2021; Sherman Tuan waiver sent on 5/7/2021, answer due 7/6/2021. (Smith, Evan) (Filed on 6/7/2021) (Entered: 06/07/2021)

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  • 05/19/2021
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  • Docket(#9) CONSENT/DECLINATION to Proceed Before a US Magistrate Judge by Shiva Stein.. (Smith, Evan) (Filed on 5/19/2021) (Entered: 05/19/2021)

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  • 05/06/2021
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  • Docket(#8) Initial Case Management Scheduling Order with ADR Deadlines: Case Management Statement due by 7/27/2021. Initial Case Management Conference set for 8/3/2021 01:30 PM in Oakland, - To be determined. (anjS, COURT STAFF) (Filed on 5/6/2021) (Entered: 05/06/2021)

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  • 05/06/2021
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  • Docket#Electronic filing error. Missing case number. Please ensure that all future documents filed have the case number 4:21-cv-03357-KAW. No further action is nece ssary. Re: #1 Complaint, filed by Super Micro Computer, Inc., SUPER MICRO COMPUTER, INC., #4 Certificate of Interested Entities filed by Super Micro Computer, Inc., SUPER MICRO COMPUTER, INC., #3 Certificate of Interested Entities filed by Super Micro Computer, Inc., SUPER MICRO COMPUTER, INC. (anjS, COURT STAFF) (Filed on 5/6/2021) (Entered: 05/06/2021)

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  • 05/06/2021
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  • Docket(#7) Summons Issued as to Laura Black, Howard Hideshima, Charles Liang, Chiu-Chu Liu Liang, Yih-Shyan Liaw, Michael S. McAndrews, Super Micro Computer, Inc., Hwei-Ming Tsai, Saria Tseng, Sherman Tuan. (anjS, COURT STAFF) (Filed on 5/6/2021) (Entered: 05/06/2021)

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  • 05/05/2021
  • Docket(#6) Case assigned to Magistrate Judge Kandis A. Westmore. Counsel for plaintiff or the removing party is responsible for serving the Complaint or Notice of Removal, Summons and the assigned judge's standing orders and all other new case documents upon the opposing parties. For information, visit E-Filing A New Civil Case at http://cand.uscourts.gov/ecf/caseopening.Standing orders can be downloaded from the court's web page at www.cand.uscourts.gov/judges. Upon receipt, the summons will be issued and returned electronically. Counsel is required to send chambers a copy of the initiating documents pursuant to L.R. 5-1(e)(7). A scheduling order will be sent by Notice of Electronic Filing (NEF) within two business days. Consent/Declination due by 5/19/2021. (asS, COURT STAFF) (Filed on 5/5/2021) (Entered: 05/05/2021)

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  • 05/05/2021
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  • Docket(#5) Proposed Summons. (Smith, Evan) (Filed on 5/5/2021) (Entered: 05/05/2021)

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  • 05/05/2021
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  • Docket(#4) Rule 7.1 Disclosures by Shiva Stein (Smith, Evan) (Filed on 5/5/2021) (Entered: 05/05/2021)

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  • 05/05/2021
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  • Docket(#3) Certificate of Interested Entities by Shiva Stein (Smith, Evan) (Filed on 5/5/2021) (Entered: 05/05/2021)

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  • 05/05/2021
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  • Docket(#2) Civil Cover Sheet by Shiva Stein . (Smith, Evan) (Filed on 5/5/2021) (Entered: 05/05/2021)

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  • 05/05/2021
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  • Docket(#1) COMPLAINT with Jury Demand against All Defendants ( Filing fee $ 402, receipt number 0971-15930658). Filed by Shiva Stein. (Attachments: #1 Exhibit Verification)(Smith, Evan) (Filed on 5/5/2021) Modified on 5/6/2021 (anjS, COURT STAFF). (Entered: 05/05/2021)

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