Shearman & Sterling has posted this very good article on the ramifications of the May 28th decision of In Re The Walt Disney Company Derivative Litigation issued by the Delaware Court of Chancery. The article suggests that independent directors–“most typically those comprising a designated compensation committee”– be involved in the negotiation and review of the terms of executive officers’ employment and severance packages and such negotiations be conducted in an “arms’ length manner.” The article provides a number of steps directors should take in approving such packages.
Shearman & Sterling has posted this very good article on the ramifications of the May 28th decision of In Re The Walt Disney Company Derivative Litigation issued by the Delaware Court of Chancery. The article suggests that independent directors-"most typically…