Did Josh, Leslie, and Oliver breach their fiduciary duties to the corporation and to Winnie? Which duties and why? Were the decisions of the Board protected by the business judgment rule? Why or why not?
In December 2018, Josh incorporated The Divine Grape, Inc. to own and operate a winery in Napa Valley. Josh paid $1000 for 100 shares of stock and, at the same time, loaned The Divine Grape, Inc. $80,000. Josh elected himself, his wife, Leslie, and adult son, Oliver, to the Board of Directors. The Board then […]