Tuesday, May 12, 2009

Business judgment rule

Business Judgment Rule Mean

A regulation that helps to make sure a corporation’s board of directors is protected from misleading allegations about the way it conducts business. Unless it is apparent that the board of directors has blatantly violated some major rule of conduct, the courts will not review or question its decisions or dealings.

Investopedia explains Business Judgment Rule

The reason for this rule is to acknowledge that the daily operation of a business can be innately risky and controversial. Therefore, the board of directors should be allowed to make decisions without fear of being prosecuted. The business judgment rule further assumes that it is unfair to expect those managing a company to make perfect decisions all the time. As long as the courts believe that the board of directors acted rationally in a particular situation, no further action will taken against them.

Deference given by courts to the Good-Faith operations and transactions of a Corporation by its executives. Reasonable decisions, even if not the most profitable, will not be disturbed by a court upon application by a disgruntled party such as a Stockholder. The rationale behind the rule is that stockholders accept the risk that an informed business decision, honestly made and rationally thought to be in the corporation's best interests, may not be second-guessed. Therefore, courts afford business judgments special protection in order to limit litigation and avoid judicial intrusiveness in private-sector business decision making.


No comments:

Post a Comment