In the Air Products & Chemicals,Inc.v.Airgas,Inc.case discussed in the text,defendant's boardof directors allegedly breached its fiduciary duties to stockholders by refusing to redeem a poison pill in place and allow a hostile takeover to proceed.The court ruled that:

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The court ruled that the board satisfied its fiduciary duties because the members acted reasonably in response to the belief, based on reasonable grounds, that the hostile takeover offer was inadequate and posed a legitimate threat if accepted. The court recognized that directors may use poison pills to block hostile takeovers, but only if they act in the best interest of the shareholders and not their own self-interest. The court found that the board had properly considered the interests of the shareholders and had not acted improperly in refusing to redeem the poison pill.