Hastings Law Journal Volume 60 | Issue 2 Article 1 1-2008 Disney Goes Goofy: Agency, Delegation, and Corporate Governance Marc I. Steinberg Matthew .D Bivona Follow this and additional works at: https://repository.uchastings.edu/hastings_law_journal Part of the Law Commons Recommended Citation Marc I. Steinberg and Matthew D. Bivona, Disney Goes Goofy: Agency, Delegation, and Corporate Governance, 60 Hastings L.J. 201 (2008). Available at: https://repository.uchastings.edu/hastings_law_journal/vol60/iss2/1 This Article is brought to you for free and open access by the Law Journals at UC Hastings Scholarship Repository. It has been accepted for inclusion in Hastings Law Journal by an authorized editor of UC Hastings Scholarship Repository. For more information, please contact
[email protected]. Articles Disney Goes Goofy: Agency, Delegation, and Corporate Governance MARC I. STEINBERG* MATTHEW D. BIVONA** INTRODUCTION The Delaware Supreme Court delivered its final opinion in the highly publicized case, Brehm v. Eisner (the Disney case), which involved the firing without cause of Disney's president, Michael Ovitz., This not- for-cause termination resulted in a $130 million severance package after only fourteen months of service.2 Ovitz's termination was effected on Disney's behalf by its chief executive officer (CEO) Michael Eisner.3 The Delaware Supreme Court affirmed the chancery court's decision, ruling that the business judgment rule protected the decision to terminate Ovitz, and the accompanying severance payment.4 Consequently, the defendant directors and officers did not violate their fiduciary duties or commit waste.5 Much scholarly writing has been * Rupert and Lillian Radford Professor and Senior Associate Dean for Research, Southern Methodist University Dedman School of Law.