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Zaidee is a director and shareholder of closely - held Perilous Corporation, a developer and manufacturer of computer games. Her brother, Marcus, is a computer

Zaidee is a director and shareholder of closely-held Perilous Corporation, a developer and manufacturer of computer games. Her brother, Marcus, is a computer programmer who also recently started a computer game company, Titus Corporation. Zaidee is a 20% minority shareholder in Perilous, and she also owns 40% of Titus. Her brother has asked her to present a new game line to the Perilous board of directors-shareholders and request that they consider purchasing the games as they are developed. Titus' game line is outstanding, but because they are a start-up, they could use the additional support from an established company. Zaidee knows that Marcus is unreliable and probably will not follow through on the games, yet she also believes if he does pull it off the games would be some of the best on the market. At the next Perilous board meeting, Zaidee presents the opportunity to the board. After a lengthy discussion, the board unanimously (including Zaidee's vote) agrees to purchase the Titus games. Zaidee does not tell the board that Marcus is her brother, or that she holds shares in Titus. Has Zaidee breached her fiduciary duties to the other directors-shareholders of Perilous Corporation?
a. No, because the board unanimously accepted the offer.
b. No, because of the Business Judgment Rule.
c. Yes, because she did not disclose her connection to Titus.
d. Yes, because Marcus can be unreliable.

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