Larry Ribstein, who was prescient in predicting the outcome of the corporate case of the decade, thinks in this post that the Delaware Supreme Court may be preparing to reverse Chancellor Chandler’s decision in the Disney-Ovitz case:

The supreme court might say [that Ovitz’s healthy Eisner-arranged severance from Disney] was important enough to require the same level of attention [as the board in Van Gorkum should have given to the transaction in that key case].
This would fit in with all the public agitation on executive compensation and the performance of executives and the need for active board supervision of these matters. But such a holding would be problematic because it seems to deny the need for perspective and judgment ñ just what the feds have lost with the obsession with trivia in the SOX internal controls rule.
Another possible basis for reversal is that the chancellor held that Eisner had the power to terminate Ovitz on his own, and therefore that the board had no duty to act. The supreme court might hold that this was wrong — the ceo’s technical power does not limit the board’s duty. This holding would satisfy the need to tell the board to do more, yet on a sufficiently narrow ground that the court can distinguish it in the future. So by taking this tack, the court will have satisfied its need to preserve VG without too great an expansion of the board’s duties. [ . . .]
The above analysis leads to the seemingly weird result that Eisner gets off while the board members go down for not controlling him. Of course good faith would ultimately fix that by letting everybody off. Apart from that, I’m not sure how Eisner goes down without questioning his substantive business judgment or finding a breach of a duty of loyalty, and both are stretches here.

Professor Bainbridge doesn’t think so because he doesn’t “see any basis in [Chancellor] Chandler’s decision for the requisite finding of ‘a genuine question about a directorís independence or personal interest in the outcome.'” Besides, Professor Bainbridge notes, all this talk about disclosure of executive compensation really misses the point, anyway.
Before the blawgosphere, discussion and analysis of such corporate governance issues — which are key factors in the success or failure of virtually all businesses — were buried in law reviews and an occasional op-ed on the editorial pages. As a result, these key issues were largely unappreciated by the public, many businesspersons and a large segment of the legal profession. Now, through the leadership of corporate law blawg pioneers Bainbridge and Ribstein, analysis of these important and interesting issues are instantly available for the world to review as a virtual cornucopia of corporate law blawgers has emerged to provide commentary and insight. That’s a wonderful legacy for these two fine educators, and one for which we should all be appreciative.