Re:Don't Start a Company to Be Your Own Boss
by cryptoglyph on Friday October 25, 2013 @07:25AM
(#6610881)
All great points. Directors have a very wide range of discretion, even now including absolution under many articles of incorporation for pursuit of corporate opportunities that may create a conflict of interest (as well as the long standing waiver by the corporation of the duty of care so often included in Delaware articles).
Short of a grossly malfeasant breach of loyalty or bad faith—or declaring dividends when the corporation meets the legal definition of insolvency—there usually aren't many claims for shareholders to bring.
To take a high-profile example, Chik-fil-A chooses not to open any of its stores on Sundays, because the owner believes the Sabbath should be a day off work. This may or may not maximize profits, but it's not an illegal choice even if it doesn't.