1985) is a decision of the Delaware Supreme Court that upheld a shareholder rights plan (also known as a "poison pill") as a legitimate exercise of business judgment by Household International's board of directors.

[2] Household International, Inc. was a diversified holding company with subsidiaries in the financial services, transportation, and merchandising industries.

[3] John Moran was a member of the Household International board who opposed adoption of the Shareholder Rights Plan.

Moran was concurrently the chairman of Household International's largest shareholder, Dyson-Kissner-Moran Corporation.

[3] The trial court found that the Household International board's adoption of the shareholder rights plan was a legitimate exercise of business judgment.