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With respect to the fiduciary duty of Loyalty, a member of a Board of Directors who has a conflict of interest and who does not

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With respect to the fiduciary duty of Loyalty, a member of a Board of Directors who has a conflict of interest and who does not disclose it to the Board of Directors when the Board makes a decision in which he participates is foreclosed from presenting any defense in a shareholder derivative action for breach of the fiduciary duty of Loyalty. True/False

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