Delaware’s Legal Landscape and Corporate Backlash
This case is one of several challenging the Delaware Chancery Court’s evolving stance on corporate governance. After a 2024 ruling struck down agreements that gave controlling investors excessive power, state lawmakers rushed through legislative amendments, attempting to rebalance corporate liability protections.
Newly elected Gov. Matt Meyer has suggested further changes may be on the horizon, as corporate concerns mount over Delaware’s legal environment—a state that derives significant revenue from franchise fees paid by incorporated businesses.
A Key Legal Win for The Trade Desk Board
While stockholders argued that Green could have stayed at The Trade Desk with a far smaller compensation deal, Fioravanti found no reasonable inference of bad faith by the board.
The court rejected claims that directors faced substantial personal liability, noting that the plan was proposed by a board member or a compensation consultant, not Green himself.
