The settlement, which requires a judge's
approval, resolves what are known as "derivative" claims against
Fox officers and directors, including: Rupert Murdoch and his
son Lachlan, who are Fox's executive chairmen; James Murdoch,
another son and its chief executive, and Ailes' estate.
The defendants did not admit wrongdoing in agreeing to the
settlement filed with the Delaware Chancery Court.
Monday's settlement calls for insurers of Fox officers, Fox
directors and Ailes' estate to pay the $90 million to the New
York-based company for the benefit of shareholders.
Fox will enhance governance and said it created the Fox News
Workplace Professionalism and Inclusion Council to ensure a
proper workplace environment, bolster training and further the
recruitment and advancement of women and minorities.
The council has four independent members, including former
federal judge Barbara Jones.
In a typical derivative case, shareholders sue in the name of a
company to remedy wrongs inflicted by an alleged lack of
oversight by a company's officers and directors.
Ailes' estate disputed many of the allegations in the
settlement, which was reached before a complaint was formally
filed, court records show.
"The Workplace Council gives our management team access to a
braintrust of experts with deep and diverse experiences in
workplace issues," Jack Abernethy, co-president of Fox News
Channel, said in a statement. "We look forward to benefiting
from their collective guidance."
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Shareholders were led by the City of Monroe
Employees' Retirement System in Michigan. Their lawyer, Max
Berger, said in a statement the accord would provide "meaningful
benefits" for shareholders and Fox News employees.
The accord is not the first big derivative settlement involving
a Murdoch-led company.
In 2013, former Fox parent News Corp reached a $139 million
settlement of derivative claims that its board turned a blind
eye to phone hacking at its London tabloids.
Two years later, the Delaware court approved a $275
million settlement involving "Call of Duty" videogame maker
Activision Blizzard Inc over a stock sale by Vivendi SA.
The scandal at Fox began in July 2016 when former anchor Gretchen
Carlson filed a lawsuit accusing Ailes of harassment. O'Reilly lost
his job in April after being accused of harassment, and has denied
Ailes died the next month. Fox faces other private civil litigation
tied to the scandal.
The case is City of Monroe Employees' Retirement System v Murdoch et
al, Delaware Chancery Court, No. 2017-0833.
(Reporting by Jonathan Stempel in New York, editing by G Crosse)
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