Lets twist this arond a little bit. If the shareholders had "reasonable suspicions" that any actions by the bod had somehow impacted the ability for raising the shareholder value!!!!!! Fascinating options if you live in a glass house. I don't think any of them would be crazy enough to go to court with your scenario. jmo As far as Manors post goes, you can sue but can you win? This is a message board, we get loonies goonies and gripers, witnessed by this post. gltal RJ