TROY, Mich. (July 30)—ArvinMeritor Inc. has filed a second lawsuit against Dana Corp., following Dana's latest rejection of the smaller supplier's hostile takeover bid. The latest suit, filed July 25 in the U.S. District Court of the Western District of Virginia, alleges that in a filing with the U.S. Securities and Exchange Commission, Dana made materially misleading statements and omitted certain information "in order to mislead Dana's shareholders and deprive them of the full and accurate information to which they are entitled." ArvinMeritor also takes issue in the suit with Dana's formation of an independent committee composed of all but two of Dana's directors—CEO Joseph M. Magliochetti and Fernando M. Senderos who believed a conflict could arise because of his own role as chairman and CEO of DESC S.A. de C.V., a holding company with automotive parts interests. ArvinMeritor contends that Dana's failure to disclose the potential conflict of interest in its filing with the SEC, to explain that no conflict exists or to otherwise explain why the independent committee was formed is a material omission. However, in a July 28 letter to the independent committee, ArvinMeritor said it was pleased that Dana's independent directors had recognized the conflict that Dana's management has in considering its bid and offered to discuss the matter directly with the committee.
ArvinMeritor files another suit against Dana
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