Facebook's program allows for its directors to establish their own pay, capped at a stock figure currently valued at $145 million per person, Bloomberg Businessweek reports. The approach led to non-employee directors receiving an average of $461,000 in stock last year, as much as 43 percent more than peers, according to the publication's reading of the lawsuit filed by Ernesto Espinoza in Delaware Chancery Court.
"Moreover, the members of the board are free to continue to award themselves virtually any amount of compensation they choose into perpetuity," Businessweek quoted the lawsuit as saying.
Espinoza is claiming that this director compensation plan is a "breach of fiduciary duties, waste of corporate assets and unjust enrichment," according to the report.
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"The lawsuit is without merit and we will defend ourselves vigorously," a Facebook representative told CNBC.
This may not be the first time that Espinoza has taken a tech company to court. Online documents for the Delaware Supreme Court list an Ernesto Espinoza as suing Hewlett-Packard for the right to inspect a particular document that he claimed may hold evidence of "possible corporate wrongdoing."
—By CNBC staff