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Ciber, Inc. Message Board

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  • desgus desgus Mar 28, 2000 6:32 PM Flag

    Management

    fiefdoms and private playgrounds, the top
    management of corporations have a fiduciary responsibility
    to their shareholders. Although shareholder's
    employees (aka CEO, CFO VP, etc.) are allowed and encourged
    to enjoy and enrich themselves, they are supposed to
    be doing it in a way that enriches the shareholders.


    If they reject buyouts that would significantly
    enrich the owners but put themselves out of a job (with
    only a golden parachute and a cushy 5 year
    non-compete/consulting contract) they will be sued...at least if the
    shareholders find out about it.

    Whereas their
    insurance may indemnify them from mistakes, I doubt it will
    protect them from deliberate malfeasance. I assume that
    they have competant legal advice and therefore know
    this.

    So yes, the will be able to get away with rejecting
    borderline takeover bids. Ones that are wildly advantageous
    to the shareholders can not be rejected out-of-hand.
    If the bidder get PO'd and makes it public, the
    offending management will have serious trouble and hurt the
    company.

 
CBR
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