Both common sense and court decisions caution that due care is not exercised in an atmosphere characterized by a massive information download followed by an immediate decision. In spite of this, directors are consistently asked to trust experts who spend only a few days evaluating an asset or issue central to the whole future of the corporation. The dynamics for this kind of rush to judgment are built-in. Negotiating partners have nothing to gain and everything to lose by having an agreement acceptable to company officers delayed at the board level. Experts market themselves based upon their ability to meet whatever timetable management has set.
Technology permits near instantaneous assembly and transmittal of large volumes of data.
Often, a clear understanding of what is driving the deadline is lost in the process. If not, taking additional time may well enhance liability protection. If a decision is challenged based on failure to exercise due care, the court or jury making the determination will probably not have the same ability to assemble, analyze and distribute data as does the board. Buying into the fallacy that, if the board can't do everything, it shouldn't do anything. Expert opinions are costly.