II. LEGAL PRINCIPLES
A. Principles Governing Settlements of Derivative Claims
As noted at the outset of this opinion, this Court is now required to exercise an informed
judgment whether the proposed settlement is fair and reasonable in the light of all relevant factors.
Polk v. Good, Del.Supr., 507 A.2d 531 (1986). On an application of this kind, this Court attempts to
protect the best interests of the corporation and its absent shareholders all of whom will {967} be
barred from future litigation on these claims if the settlement is approved. The parties proposing the
settlement bear the burden of persuading the court that it is in fact fair and reasonable. Fins v.
Pearlman, Del.Supr., 424 A.2d 305 (1980)