3 ms·
> The legal obligation to represent shareholders erodes morality This "legal obligation" is an internet rumor that does not exist in the real world. Yes, if yo
by jaredklewis 1y ago
> The legal obligation to represent shareholders erodes morality
This "legal obligation" is an internet rumor that does not exist in the real world. Yes, if your company has competing buyout offers of $1m and $2m and the board takes the $1m offer because they received a bribe, it will come up. Otherwise, it never does.
The proof is in the pudding (please go find me even one case where shareholders have successfully imposed their will on a board or executives because of this obligation), but it doesn't even logically make sense. Other than the buyout example, it's hard to think of almost any action a company could take that doesn't have some justification that it is for the benefit of shareholders. i.e. if we make our app too addictive, we risk social backlash and regulatory intervention by governments which will hurt out shareholders. And that's all that is needed, because there is no associated time frame with this obligation.
To be clear, boards and executives might strive to please investors, but it is not based on a legal obligation. An executive that ignores the interests of shareholders might be concerned about their reputation as a capable entrepreneur, risk losing their job, or devalue their own shares, but they are no in legal jeopardy.
- armada651 1y agoJust because the risk of getting successfully sued for making decisions against the interests of shareholders is low, it doesn't mean that it won't influence executive decision making. CEOs want to avoid legal risks above all else and thus the laws around fiduciary duty can have a chilling effect even if judges generally go along with the CEO's interpretation of what is in the interest of shareholders.
- jaredklewis 1y agoIt’s not low, it’s zero. There are literally no successful cases ever except the buyout scenario already mentioned. Find me a serious lawyer anywhere that says this is a legitimate concern.