Strong operating results did not settle Market Basket's boardroom fight. On April 20, 2026, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery upheld the suspension and subsequent firing of longtime president and CEO Arthur T. Demoulas, while acknowledging the company's operating success ( DSM HoldCo ). The central question was whether the directors acted in good faith in exercising their authority, not whether firing Demoulas was the best business choice.

The ruling separates authority to remove a CEO from the wisdom of that decision. This article and this series draw a broader governance lesson from that distinction: a board's job is to protect the company's enduring character and accountability, not just referee its machinery. The three-day trial addressed the narrower question of whether these directors acted lawfully (Moran; DSM HoldCo ).

What Does the Business Judgment Rule Actually Protect?

The business judgment rule limits judicial second-guessing when it applies.…