Michelson v. Duncan

How courts have described this case

Verbatim parenthetical descriptions written by other courts when citing this decision. Ranked by citation-network relevance.

• holding that an option grant to directors or officers that has been ratified by the stockholders is subject to judicial review only if the award is wasteful
• holding that a stockholder vote ratified an option award to directors and officers upon determining that a majority of the shares represented at the meeting voted in favor of the plan after receiving a proper disclosure of the plan’s terms
• explaining that voidable acts can be ratified but void acts cannot
• explaining that voidable acts can be ratified but void acts cannot
• affirming summary judgment ruling shifting burden of proof to plaintiff based on ratifying stockholder vote conducted shortly before defendants’ summary judgment reply brief was due
• addressing stock option grant that was ratified by stockholders at annual meeting

Source: CourtListener parenthetical corpus (CC0).