As such, the corporation still has the capacity to sue. 8 Del. C. §122 (“Every corporation created under this chapter shall have power to . . . [s]ue and be sued in all courts and participate, as a party or otherwise, in any judicial, administrative, arbitrative or other proceeding, in its corporate name.”).7 6 “[The c]apacity to sue or be sued is determined . . . for a corporation, by the law under which it was organized.”

Indeed, the Delaware Supreme Court has held that “[i]f an independent and informed board, acting in good faith, determines that the services of a particular individual warrant large amounts of money, whether in the form of current salary or severance provisions, the board has made a business judgment.” Grimes v. Donald, 673 A.2d 1207, 1215 (Del. 1996); see also White v. Panic, 783 A.2d 543, 554 n.35 (Del. 2001) (“White I”) (a board has “broad discretion” to set CEO compensation); Pirelli, 534 F.3d at 791 (plaintiffs failed to plead facts that board of directors acted in bad faith in setting severance compensation for executives even if board had arguable grounds to terminate executives for cause); 8 Del. C. § 122(5) (“Every corporation created under this chapter shall have power to: . . . Appoint such officers and agents as the business of the corporation requires and to pay or otherwise provide for them suitable compensation.”).