That's a specialized edge-case and both of your links make the same point that I was making as the default rule for normal operations. There is usually considerable deference to business judgement but when a company is being sold you have an unusually simple situation where the timeframe is fixed and the value is precise. Notice how the situation is recognized as different from the normal operations we were talking about:

> Accordingly, the board's actions are evaluated in a different frame of reference. In such a context, that conduct can not be judicially reviewed pursuant to the traditional business judgment rule, but instead will be scrutinized for reasonableness in relation to this discrete obligation.