May 14, 2012
Delaware Supreme Court Affirms Goldman Sachs Decision: Board Judgment Upheld
– Broc Romanek, CompensationStandards.com
Mark Poerio of Paul Hastings gives us this news: In affirming the dismissal of shareholder derivative litigation against officers and directors of Goldman Sachs, Delaware’s Supreme Court issued a terse ruling, stating that “To the extent: … the issues raised on appeal are legal, they are controlled by settled Delaware law, which was properly applied.” Overall, Delaware’s business judgement rule continues to solidly protect corporate directors with respect to their executive compensation decisions. Unhappy shareholders are likely to continue their trend toward seeking friendlier judges and law in other states.
Meanwhile, Mike Melbinger blogs that the Delaware Chancery has dismissed a lawsuit involving Section 162(m) claims and denied that plaintiff’s request for fees in Freedman v. Adams.