Motor Parts Corporation offers to buy the stock of NASCAR Products Corporation (NPC).NPC's directors oppose the offer.Orin and other NPC shareholders file a suit,alleging a breach of the directors' fiduciary duties.Most likely,the court will

Question

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The court will most likely apply the business judgment rule to analyze the directors' acts. Under this rule, the court presumes that the directors made their decisions in good faith, with the best interests of the corporation in mind, and with a reasonable amount of care. The burden is on the plaintiffs to prove that the directors breached their fiduciary duties, such as by engaging in conflicts of interest or acting in bad faith. The court will not substitute its judgment for that of the directors unless their actions are shown to be irrational, fraudulent, or illegal.

Motor Parts Corporation Offers to Buy the Stock of NASCAR