During a hostile take-over, the Board may attempt to prevent the take-over, but any actions they take will be subject to the Unocal Test. Which of the following is not an element of the Unocal Test?

A. Management had reasonable grounds to believe that a danger to corporate policy and effectiveness was posed by the takeover attempt.

B.Management acted primarily to protect the corporation and its shareholders from that danger.

C.The defense tactic was reasonable in relation to the threat posed to the corporation.

D.The defense tactic was cost-neutral.