Directors Not Liable for Bad Decision In Rejecting Settlement of Lawsuit
The Court of Appeals of Ohio has ruled that directors of a nonprofit trade association cannot be sued on behalf of the corporation for turning down a settlement offer in a defamation suit that would have saved the Association $43 million. But it has also ruled that it had no jurisdiction to force the Association to indemnify the directors who successfully defended the suit, saying that could be done only by a court in Delaware, the state of the Association’s incorporation.