By Courtney Worcester, Jasmine Coo and Angelica Boutwell ( July 2, 2018, 2:02 PM EDT) -- At the outset of stockholder litigation, the parties often expend significant energy establishing who will bear the burden of proof with respect to a challenged corporate transaction. Will the plaintiff be required to rebut the business judgment rule, which typically shields the board from second-guessing by the courts, or will the board or other corporate constituents have to prove that the transaction was entirely fair? This critical determination often turns on whether a majority of the directors, or the members of a special committee, are disinterested and independent with respect to the transaction at issue, as well as the presence or absence of a controlling stockholder....