The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu The leading online blog in the fields of corporate governance and financial regulation. Wed, 15 Apr 2026 11:32:14 +0000 en-US hourly 1 https://wordpress.org/?v=6.5.8 https://corpgov.law.harvard.edu/wp-content/uploads/2024/02/cropped-photography-4-e1706898544564-1-32x32.png A “Valeant” Effort – The Harvard Law School Forum on Corporate Governance https://corpgov.law.harvard.edu 32 32 A “Valeant” Effort https://corpgov.law.harvard.edu/2007/03/27/a-valeant-effort/?utm_source=rss&utm_medium=rss&utm_campaign=a-valeant-effort https://corpgov.law.harvard.edu/2007/03/27/a-valeant-effort/#comments Wed, 28 Mar 2007 00:11:45 +0000 http://blogs.law.harvard.edu/corpgov/2007/03/27/a-valeant-effort/?d=20070327201145EDT Editor’s Note: This post is by Lawrence A. Hamermesh of the Widener University School of Law. This post is part of the Delaware law series, which is cosponsored by the Forum and Corporation Service Company; links to other posts in the series are available here.

On March 1st, Vice Chancellor Lamb made a significant contribution to the growing body of caselaw involving challenges to executive compensation decisions. The case is Valeant Pharmaceuticals v. Jerney. Fellow guest contributor Broc Romanek has already blogged about the decision, recognizing its educational value on matters of executive pay. (Broc’s post includes a nice summary of the case from Delaware lawyer J. Travis Laster of Abrams & Laster.)

The Valeant opinion is a rare example of a case in which a court awards damages against a director for having approved excessive compensation. The case is not one, however, that blazes a path for challenges to executive compensation decisions made the “kosher” way, i.e., by compensation committees whose members meet stock-exchange-prescribed criteria for independence and who rely on truly independent compensation consultants.

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