New Hampshire
How Brehm v. Eisner applies in New Hampshire: state-specific rules, key cases, and bar exam notes for Corporate Law.
New Hampshire follows the business judgment rule, which gives directors discretion in business decisions as long as they act in good faith, on an informed basis, and in the honest belief that the action taken is in the corporation's best interest. This aligns with the principle established in Brehm v. Eisner, where the court affirmed the deference given to corporate directors in their decision-making processes.
New Hampshire law codifies the business judgment rule under RSA 293-A:8.30, which protects directors from liability for decisions made in good faith and with reasonable care.
The court reiterated the applicability of the business judgment rule, affirming that decisions made by corporate boards are presumed to be made in good faith and with a reasonable belief that they are in the best interest of the corporation.
The New Hampshire court emphasized the need for directors to act with care and to be informed when making decisions that affect corporate governance.
The court found that the directors' actions fell within the parameters of the business judgment rule, reinforcing the limited judicial scrutiny of board decisions.
New Hampshire's approach mirrors the federal standard under Delaware law, which also emphasizes the business judgment rule. However, New Hampshire courts tend to provide a more stringent requirement for directors to show they acted on an informed basis, reflecting a slightly enhanced scrutiny in certain contexts compared to Delaware.
Candidates preparing for the New Hampshire bar exam should focus on the application of the business judgment rule and its implications for corporate governance, as these principles are frequently tested.