> A business corporation is organized and carried on primarily for the profit of the stockholders. The powers of the directors are to be employed for that end. The discretion of directors is to be exercised in the choice of means to attain that end, and does not extend to a change in the end itself, to the reduction of profits, or to the non-distribution of profits among stockholders in order to devote them to other purposes...
That doesn't exactly support the position that everything a publicly traded company does must generate shareholder value. The judgement reads closer to, "You can't run your publicly-traded company like a charity."
It's clear there is a lot of ambiguity involved. I believe this is covered in the wikipedia article but I haven't read the full thing in a long time.
I'm an armchair lawyer too, and, yes, it's a bit more nuanced, but not really meaningfully so. If a board member found out about Smile, they'd be legally obligated to put reasonable efforts into ensuring it's in the best interest of the company.
Might not apply in all jurisdictions or corporate structures (probably most, but happy to learn where it doesn't!), applies to companies not shareholders (sometimes different), and I am still not a lawyer.
Would love to find out where I'm wrong, but as far as I can tell from what the citations of other non-lawyer "I did my own research" posts, it's not going to happen here.