...their actions); Blasius Industries, Inc. v. Atlas Corp., 564 A.2d 651.657 (Del. Ch. 1988) (because "[t]he shareholder franchise is the ideological underpinning...upon which the legitimacy of directorial power rests . . ., the board bears the heavy burden of demonstrating compelling justification for" taking action...

...turn the board out."13 In a later case (Blasius Industries, 1988), chancellor William T. Allen added, "the shareholder franchise is the ideological underpinning upon which the legitimacy of directorial power rests."14 Yet in the proxy process, the cards are heavily stacked against the ability of owners to...

...studying it as they have to the model of arm's-length contracting. 16 Improving Corporate Governance The shareholder franchise is the ideological underpinning...upon which the legitimacy of directorial power rests. Delaware chancellor William Allen, in Blasius v. Atlas, 1988 THE PROBLEMS OF executive compensation...

...namely the Blasius Standard and the Unocal Standard. Under the Blasius Standard the Court held that "the shareholder franchise is the ideological underpinning upon which the legitimacy of the directorial power rests".4 Under the Unocal Standard, the Court redefined the fiduciary duties...