Is there a cause of action brought by a director who was an optionee of a publicly listed corporation for his own benefit?

MultiRegion, United States of America

The following excerpt is from Spirt v. Bechtel, 232 F.2d 241 (2nd Cir. 1956):

2. Each of the other directors who were optionees also participated in giving away corporate assets for his own benefit. I think their misconduct cannot be characterized as merely negligent. Therefore, they too are liable for their

[232 F.2d 257]

breaches of the duty of loyalty. Again, their good faith has no relevance. Cf. Mosser v. Darrow, 341 U.S. 267, 275, 71 S.Ct. 680, 95 L.Ed. 927.10 Accordingly, I would reverse as to the second cause of action.

[232 F.2d 257]

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