Document Type
Article
Publication Title
Vanderbilt Law Review En Banc
Publication Date
2025
Page Number
11
Keywords
Delaware Supreme Court, fairness standard, stockholders
Disciplines
Business Organizations Law | Commercial Law | Law
Abstract
Before 2022, Section 102(b)(7) of the Delaware General Corporation Law (the "DGCL") permitted corporations, via amendments to their corporate charters, to exculpate corporate directors from personal liability for breaches of their duty of care ("& 102(b)(7)"). Delaware amended & 102(b)(7) in 2022 to allow corporations to extend exculpation to officers (the "2022 Amendment").
Recommended Citation
Robert S. Reder and Ricky Bayon-Barrera,
Delaware Supreme Court Rules That Officer Exculpation Amendments Do Not Require Separate Class Vote of Non-Voting Shares, 78 Vanderbilt Law Review En Banc. 11
(2025)
Available at: https://scholarship.law.vanderbilt.edu/faculty-publications/1711