alt Hacker NewsMm not really. This has been argued so many times on HN. It’s imbued in de facto case law. You’re not going to find it in legislation.
Willingly getting sued by hostile shareholders is in itself not acting in the best interest of shareholders so while it’s not in code, it’s buried in many decades of case law and in reality it reflects the maligned incentives for companies.
So your contention is that a Cornell corporate & business law professor wrote and published a book and ignored all of the de facto case law that disproved their thesis? If so, do you have a rebuttal of the thesis by another subject matter expert that you can offer as a citation?
> Willingly getting sued by hostile shareholders is in itself not acting in the best interest of shareholders
Really? So if I am a hostile shareholder demanding massive workforce reductions so I can get a $1 dividend today, even though this action will make it impossible for anyone to get a $10 dividend tomorrow, it is in the best interest of shareholders for the company to capitulate to my demand? What if other shareholders are employees? Whose best interests are served then?