> Under some interpretations, the case also affirmed that the business judgment rule that directors may exercise is expansive, leaving Ford and other businesses a wide latitude about how to run the company, if management decisions can point to any rational link to benefiting the corporation as a whole.

Yes, and the Wiki article goes into detail with some more quotes about the difference between the judicial understanding and the common understanding being different. The ruling didn't invent the idea of shareholder value maximization, but it did reinforce that there are legal limits to acting against it. They acknowledged as a practical matter policing it is probably unlikely to expect except in egregious cases for the reason you cited among others.

But fundamentally, shareholder maximization is the goal stated by both common business sense and legal rulings. I personally believe that long-term optimization rather than short term is a more successful strategy. But in the short term the board could remove him for going against the feds. Shareholders could sue if it caused a drop in value or impacted global operations. Caused by I don't know, tariffs that could have been avoided with a corrupt monetary contribution.

I'd love to actually see a CEO refuse to grease the palm and them get sued for not doing something corrupt. Would be a case to follow.

The point is, as I understand it, that CEOs of publicly traded corps are not afforded the freedom required to make an ideological stand and keep their job.