Assume that the board of directors of Quine, Inc. adopted a compliance program in 2012 to comply with Medicare and Medicaid regulations. Since 2012, Quine, Inc. has made numerous acquisitions and greatly expanded its business. Its board of directors, however, has not made any changes to the compliance program since 2012, and in fact has given it little attention. This last year Quine, Inc. paid $20 million dollars in fines and civil penalties for violating Medicare and Medicaid regulations. Shareholders have filed a derivative lawsuit. Given the materials covered in the lecture and in Pan, A Board's Duty to Monitor, what do you think that the shareholders will try to argue