Patrick Ayers v. William P. Foley
Excerpt
**Patrick Ayers v. William P. Foley**
Court: Court of Chancery of Delaware
Filed: 2026-06-15T00:00:00-07:00
URL: https://www.courtlistener.com/opinion/10875225/patrick-ayers-v-william-p-foley/
approving the grant. Given the interlocking protections of Section 144(a)(1)’s safe harbor and the company’s Section 102(b)(7) exculpatory provision, the plaintiff was required to plead particularized facts supporting a reasonable inference of bad faith . The complaint does not support such an inference. Demand is not excused as to the equity grant-related claims, which are dismissed. The directors’ self-compensation is a different matter because the approving committee members are inherently
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