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Nebula Industries, Inc., a five-director corporation, is controlled by Directors M and N who together own 66% of Nebula’s outstanding shares. M and N also own consulting firms that contract with Nebula on terms that personally benefit them and cause losses to Nebula. The Nebula board refuses to take action against M and N. A minority stockholder, Kai, owning 9% of Nebula’s shares, files a stockholder derivative suit on Nebula’s behalf to recover those losses from the related-party transactions. Kai did not demand action on the board prior to filing. Which statement best captures (i) the controlling doctrine and who has standing to sue in this scenario; (ii) whether demand futility is present or demand is required; and (iii) the relief that may be granted if the action proceeds and Nebula prevails?