In this episode, Professor Seth C. Oranburg flips the script to examine when boards themselves become the problem, failing in oversight and enabling scandals like Enron’s fraud (board-approved off-balance-sheet schemes) and Wells Fargo’s fake accounts (ignored warnings). He explores shareholder remedies (voting out directors, derivative suits, selling stock), critiques the system’s biases toward directors, and discusses fixes like activism amid trends like Delaware exits (Dexit). The episode questions accountability in cozy board-CEO dynamics and teases future litigation topics.