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A shareholder alleges that directors caused the corporation to sell corporate real estate for half its value to an entity owned by one director, reducing the value of all shares.
How should the claim usually be classified?

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A claim seeking recovery for harm to the corporation from director waste is derivative, even if shareholders suffered reduced share value. A claim is always direct whenever the plaintiff asks for money damages. A claim is derivative only if every shareholder joins the case. A claim is always direct whenever the plaintiff is a shareholder.

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