a what is a derivative suit b why would anyone want to do that

eBay’s board of directors had seven members: Omidyar, Kagle, Whitman, Philippe Bourguignon, Scott D. Cook, Dawn G. Lepore, and Howard D. Schultz. (At the time of the lawsuit, Skoll was no longer a director.) The court determined that the three defendants had a conflict of interest because they were the targets of the lawsuit. It was obvious they would not vote for eBay to pursue the litigation. If one of the remaining four directors also had a conflict, then that would constitute a majority and demand would be excused. The shareholders could then proceed with the lawsuit.