X

Thank you for sharing!

Your article was successfully shared with the contacts you provided.
L-R David Coon and Jefferson Bell, Gibson Crutcher and Dunn L-R David Coon and Jefferson Bell, Gibson Crutcher and Dunn

In a Dec. 19, 2017, decision, In re Investors Bancorp Stockholder Litigation, No. 169, 2017 (Del. Dec. 19, 2017), the Delaware Supreme Court considered the limits of a stockholder ratification defense when directors make equity awards to themselves under an equity incentive plan or “EIP.” Justice Collins J. Seitz Jr. wrote for a unanimous court that when “stockholders did not ratify the specific awards the directors made under the EIP,” and instead ratified only “general parameters” for director compensation, the proper standard for review of those awards is entire fairness. As the Supreme Court itself acknowledged, this was the first time it addressed ratification of director self-compensation decisions since its 1952 decision in Gottlieb v. Heyden Chemical, 90 A.2d 660 (Del. 1952).

This premium content is locked for
Delaware Business Court Insider subscribers only.

  • Subscribe now to enjoy unlimited access to Delaware Business Court Insider content,
  • 5 free articles* across the ALM Network every 30 days,
  • Exclusive access to other free ALM publications
  • And exclusive discounts on ALM events and publications.

*May exclude premium content
Already have an account?
Interested in customizing your subscription with Law.com All Access?
Contact our Sales Professionals at 1-855-808-4530 or send an email to groupsales@alm.com to learn more.

ALM Legal Publication Newsletters

Sign Up Today and Never Miss Another Story.

As part of your digital membership, you can sign up for an unlimited number of a wide range of complimentary newsletters. Visit your My Account page to make your selections. Get the timely legal news and critical analysis you cannot afford to miss. Tailored just for you. In your inbox. Every day.

Copyright © 2018 ALM Media Properties, LLC. All Rights Reserved.