Professor Bainbridge examines the old(er) Delaware Chancery Court decision of Baron v. Allied Artists Pictures Corp., 337 A.2d 653 (Del. Ch. 1975), app. dismissed, 365 A.2d 136 (Del. 1976), and wonders, here, if the fiduciary duty and business judgment rule issues in the case would be decided the same way today. The court refused to require what.  in essence, was arguably a controlling shareholder who had control over the board. to declare a dividend.