The board of Zen Corporation was close to insolvency when Alpha Inc. approached the board wanting to merge. The merger could have potentially saved Zen from insolvency. However, the members of board of Zen despised the board members of Alpha as Alpha recently defeated them in a company softball tournament. Therefore, there were a lot of hard feelings and the board of Zen refused to even talk with Alpha Inc. Zen slid closer to insolvency but Zen would not budge. All of the following statements are true except
A) The board owes a fiduciary duty to act in the best interests of the corporation rather than their own personal interests when considering mergers and acquisitions.
B) The board owes a duty of care to seek the advice and counsel of third parties when evaluating whether to merge.
C) The board has a right of self-interest and preservation to understand that if two boards cannot work together it will have negative effects on the corporation when considering a merger or acquisition.
D) The board owes a fiduciary duty of loyalty to the corporation when considering a merger or acquisition.
Correct Answer:
Verified
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