[RoosterRedux]

Yes. I think it would be difficult to impossible to sue the officers individually for malfeasance or violation of fiduciary responsibility.

But the shareholders can sue the board and, depending on state law, possibly sue the officers as a group.

[Spktyr]

Making a stupid but legal decision is not valid grounds for a lawsuit of that nature, though. All the board has to do is demonstrate that their actions were taken in the good faith belief that it was in the corporation’s best interest and that no deliberately false statements or fraud was committed and the lawsuit goes away.