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Clifton Savings Bancorp, Inc. Announces the Supreme Court of New Jersey Issues Unanimous Decision in Favor of Clifton Savings B

^{Published on 2011-03-16 13:55:54 - Market Wire}
 

CLIFTON, N.J.--([ BUSINESS WIRE ])--Clifton Savings Bancorp, Inc. (Nasdaq-CSBK) announced that on March 16, 2011 the Supreme Court of New Jersey affirmed the decision of the Superior Court of New Jersey Appellate Division relating to a derivative action alleging claims of corporate waste and breach of fiduciary duty against Clifton Savings Bank, the Companya™s wholly owned subsidiary (aBanka), and its directors filed by Mr. Lawrence Seidman. In affirming the Appellate Divisiona™s decision, the Supreme Court found that Mr. Seidman failed to demonstrate that the stock options and restricted stock awards granted to directors under the Companya™s 2005 Equity Incentive Plan constituted corporate waste or breach of fiduciary duty.

"We are pleased with the unanimous decision of the New Jersey Supreme Court, which affirms the decisions of both the Appellate Division and the trial court. We now look forward to devoting all of our resources to serving the needs of our customers and shareholders."

The ruling by the Supreme Court of New Jersey follows lengthy litigation initiated by Mr. Seidman beginning in 2004. Among several suits brought by Mr. Seidman was a shareholder derivative suit alleging corporate waste by the directors and breach of their fiduciary duties. Mr. Seidman sought a judgment that the directors committed corporate waste by, among other things, allocating benefits under the shareholder approved 2005 Equity Incentive Plan. On October 31, 2007, the Chancery Division of the Superior Court of New Jersey entered judgment in favor of the directors relating to, among other things, allocation of awards under the 2005 Equity Incentive Plan. Mr. Seidman filed a Notice of Appeal on April 22, 2008 arguing that the Superior Court misinterpreted and misapplied the business judgment rule and the doctrine of waste. On August 19, 2009, the Superior Court of New Jersey Appellate Division affirmed the trial courta™s ruling dismissing Mr. Seidmana™s claims based upon the business judgment rule and doctrine of waste.

Mr. Seidman then sought the Appellate Divisiona™s reconsideration of its opinion and order issued on August 19, 2009. That motion was denied by the Appellate Division on September 11, 2009. Mr. Seidman sought review of the Appellate Divisiona™s ruling by filing a petition for certification with the Supreme Court of New Jersey. The Supreme Court granted the petition, heard oral argument on the appeal and issued its order unanimously affirming the Appellate Divisiona™s ruling on this date.

John A. Celentano, Jr., Chairman of the Board and Chief Executive Officer of Clifton Savings Bancorp, Inc., commenting on the decision said, aWe are pleased with the unanimous decision of the New Jersey Supreme Court, which affirms the decisions of both the Appellate Division and the trial court. We now look forward to devoting all of our resources to serving the needs of our customers and shareholders.a