Question: Nook Pharmacies Inc is a small public company that operates
Nook Pharmacies, Inc., is a small public company that operates 50 pharmacies in six states. Nook's board of directors is aware that CVS and Walgreens, the dominant companies in the pharmacy industry, are buying many of the remaining small pharmacy companies. Nook's directors prefer that Nook remain an independent company that will grow internally as it embraces new markets near its current pharmacies. The board wants to oppose any attempt by CVS or Walgreens to take over Nook. Nook's board has consulted you for advice on how to oppose a hostile takeover bid. In anticipation of a hostile bid, with what standard of conduct do you advise Nook's board to plan to comply? What do you advise Nook's board to do now to help Nook's board comply with that standard of conduct?
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