In response to the 1919 case. https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1070284 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1070284 Quote

In response to the 1919 case. https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1070284 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1070284 Quote There is much more to Dodge v. Ford Motor Company than meets the eye. Dodge is often misread or mistaught as setting a legal rule of shareholder wealth maximization. This was not and is not the law. Shareholder wealth maximization is a standard of conduct for officers and directors, not a legal mandate. The business judgment rule protects many decisions that deviate from this standard. https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1013744 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=1013744 Courts accordingly treat Dodge v. Ford as a dead letter. (In the past three decades the Delaware courts have cited the case only once, and then on controlling shareholders' duties to minority shareholders). Nevertheless, legal scholars continue to teach and cite it. This Essay suggests that Dodge v. Ford has achieved a privileged position in the legal canon not because it accurately captures the law - it does not - or because it provides good normative guidance - it does not - but because it serves professors' need for a simple answer to the question, What do corporations do? Simplicity is not a virtue when it leads to misunderstanding, however. Law professors should mend their collective ways, and stop teaching Dodge v. Ford as anything more than an example of how courts can go astray.