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Court Dismisses Dissident Shareholder Lawsuit Against Vermillion

NEW YORK (GenomeWeb News) – A court has thrown out a lawsuit filed against Vermillion by dissident shareholders, allowing the company to proceed with its annual meeting, Vermillion said Monday.

The decision from the Delaware Court of Chancery was handed down on Friday dismissing the lawsuit by Gyorgy Bessenyei and Robert Goggin, who sued Vermillion in May after the company decided to eliminate one seat from its board of directors, as GenomeWeb Daily News' sister publication ProteoMonitor reported previously. Vermillion made that decision following Gail Page's resignation from the firm as CEO — though Page has remained CEO of the company while it seeks to find a successor.

Bessenyei and Goggin sought to void a bylaw amendment to eliminate the board seat and to delay the firm's annual meeting until the matter was resolved.

Vermillion said that it will proceed with its meeting with further details about the date to come. It said that it will propose one director to fill the seat that is up for election.

Vermillion last week reported third-quarter revenues that were flat year over year.

The Austin, Texas based firm also said in its statement today that the court found Bessenyei and Goggin "illegally falsified documents, and moreover, that the conduct of Goggin appeared to be a violation of the Pennsylvania rules of professional conduct applicable to Pennsylvania lawyers."

In their own statement, Bessenyei and Goggin said that the lawsuit was dismissed due to a "procedural technicality and thus did not reach the merits regarding the legality of eliminating the board seat. Had the court done so, the concerned Vermillion stockholders are confident that they would have prevailed."