Tang v. Kim

Background

The court considered identical filings in three shareholder derivative actions: Tang v. Kim, No. 23-CV-7239; Bryan v. Kim, No. 23-CV-7445; and Hattori v. Anand, No. 23-CV-11043. A shareholder derivative action is brought by a shareholder on behalf of a company. Each action named officers of Coupang, Inc. as defendants and Coupang as the nominal defendant, meaning the company was named as the entity on whose behalf the claims were brought.

The complaints concerned alleged misconduct by Coupang and its officers during the same Relevant Period, from March 11, 2021, through March 15, 2022. The allegations included statements that were allegedly false or misleading, issues involving a delivery worker’s death, alleged misuse of merchants’ trade material, alleged price fixing, a fulfillment-center fire and resulting boycott, and alleged violations of South Korean law. The complaints asserted overlapping claims involving federal securities laws, fiduciary duties, unjust enrichment, contribution or indemnification, and corporate waste. The plaintiffs sought similar declaratory, monetary, and injunctive relief.

The filings asked the court to consolidate the three actions under Federal Rule of Civil Procedure 42(a) and to appoint The Rosen Law Firm, counsel for Kia Tang, and Rigrodsky Law, counsel for Aimee Bryan, as co-lead counsel. The defendants did not oppose consolidation or the appointment of co-lead counsel.

Consolidation

Rule 42(a) permits a court to consolidate separate actions that involve common questions of law or fact. The court explained that consolidation is intended to promote efficient resolution and reduce unnecessary repetition and confusion.

The court found that the three complaints involved the same conduct, the same officer defendants, and the same requested relief. Although the complaints were not identical, they raised common questions, including whether the officers made materially false or misleading statements and whether they did so with a legally culpable state of mind. The court also noted that the defendants agreed consolidation was appropriate.

The court therefore granted the motions to consolidate the Tang, Bryan, and Hattori actions under Rule 42(a).

Appointment of Co-Lead Counsel

The court treated appointment of lead counsel in the consolidated shareholder derivative litigation as a discretionary decision. The relevant inquiry was whether the proposed counsel had the capabilities to effectively litigate the case.

After reviewing the firms’ resumes, the court found that The Rosen Law Firm and Rigrodsky Law had substantial experience litigating complex securities actions and serving as lead or co-lead counsel. The court also noted that neither counsel for the Hattori plaintiffs nor defense counsel opposed the appointment.

The court permitted The Rosen Law Firm and Rigrodsky Law to serve as co-lead counsel for the consolidated actions.

Disposition

The court ordered that the three actions be consolidated and further ordered that The Rosen Law Firm and Rigrodsky Law be appointed as co-lead counsel. The order did not decide the merits of the plaintiffs’ allegations.