A Checklist providing grounds and key strategies for counsel to consider when moving to dismiss a shareholder derivative complaint in federal court or in the Delaware Court of Chancery. Specifically, this Checklist provides strategies for counsel considering whether to move to dismiss, and strategies for each potential ground of a motion to dismiss, under Rules 12 and 23.1 of the Federal Rules of Civil Procedure, and Rules 12 and 23.1 of the Delaware Court of Chancery.