Salaries for the board is a special case, since it usually needs to be agreed by the shareholders at the AGM. This case isn't really covered by fiduciary duty,

Salaries for the board is a special case, since it usually needs to be agreed by the shareholders at the AGM. This case isn't really covered by fiduciary duty, since it is not a case of the board acting as agents of the shareholders (it would be different if the pay committee actually falsified their report).