stockholder

But the board of directors opposed the proposal, partly because it would create an “unnecessary expense and burdens with limited benefits to our stockholders.”

“The principal reason for the merger is to cash out Redstone’s floundering Paramount investment — and at a substantial premium to what will be received by other stockholders,” Baker’s suit said.

“Strikingly, the board hasn’t conditioned holding the vote on Musk withdrawing his threat or committing not to carry it out if stockholders vote to approve.”

It still needs approval from Marathon Oil stockholders.

Laster noted that, under the “standard Delaware formulation” of corporate law, directors of a corporation owe duties to the stockholders as investors in that corporation.