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The information on Groklaw is not intended to constitute legal advice. While Mark is a lawyer and he has asked other lawyers and law students to contribute articles, all of these articles are offered to help educate, not to provide specific legal advice. They are not your lawyers.

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I'm on the side of the companies | 101 comments | Create New Account
Comments belong to whoever posts them. Please notify us of inappropriate comments.
shareholders do not get this sort of info
Authored by: Anonymous on Saturday, November 03 2012 @ 07:07 PM EDT
sharholders and other people do not get details of all the contracts that
companies sign.

The Board of Directors doesn't look at all contracts to this level of detail.

They get summary information (total amount paid to company X), and large deals
may end up requiring board approval, but this is what you hire company
management to deal with.

[ Reply to This | Parent | # ]

I'm on the side of the companies
Authored by: Gringo_ on Saturday, November 03 2012 @ 10:49 PM EDT
It would be a disaster for them. It would destroy their ability to
negotiate. Instead, the problem is, this trial shouldn't be happening in
the first place. That is the problem here, not the reactions.

[ Reply to This | Parent | # ]

Smells of panic to me
Authored by: Anonymous on Sunday, November 04 2012 @ 04:58 AM EST
Does it suggest that somebody may not want you to know just how much you are
being taken for?

[ Reply to This | Parent | # ]

Wider implications
Authored by: Anonymous on Sunday, November 04 2012 @ 04:41 PM EST

Are the small shareholders among those excluded from knowing?
Not just the small shareholders but all shareholders!

The Board has an agency relationship with the shareholders - they run the business for the shareholders and the shareholders are not allowed to interfere with that running (though they can put pressure on the board to do things they think they ought to do as they are the board's "employers"); the board has a duty of confidentiality to the company which can prevent them disclosing information to those outside the running the company.

For example, shareholders of a company agreed to sell their shares to directors as at certain price, but the directors knew that the shares were worth much more due to an impending take-over bid, which they couldn't disclose. The shareholders tried to have the contract sales rescinded; they failed. (This is the case [in the UK] of Percival v Wright [1902] 2 CH 421.)

[ Reply to This | Parent | # ]

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