Litigating Challenges to Executive Pay: An Exercise in Futility?

Abstract

This Article focuses on the last of shareholders’ alternatives: suing. Shareholder derivative litigation has frequently been an engine for changing abusive corporate practices. The well-tested claims of breach of duty of care, breach of duty of loyalty, and waste, are available when the appropriate facts support them. In recent history, a large number of determined plaintiffs have brought such claims, challenging abusive corporate pay practices in corporations.

Keywords

Executive compensation, Stockholders' derivative actions, Smith v. Van Gorkom 488 A.2d 858 (Del. 1985), Chief executive officers, Wages and salaries, American Law Institute

Share

Authors

Randall S. Thomas (Vanderbilt University)
Kenneth J. Martin (New Mexico State University)

Download

Issue

Publication details

Dates

Licence

All rights reserved

Peer Review

This article has not been peer reviewed.

File Checksums (MD5)

  • pdf: 629fe73c3b218f61af029f59fc397162