"Directors of solvent corporations have two basic “fiduciary” duties, the duty of care and the duty of loyalty, owed to the corporation itself and the shareholders.... Generally, officers owe the same fiduciary duties as directors.... Officers with greater knowledge and involvement may be subject to a higher standard of scrutiny and liability." — American Bar Association  

In business, "the duty of care addresses the attentiveness and prudence of managers in performing their decision-making and supervisory functions." The "business judgment rule presumes that directors (and officers) carry out their functions in good faith, after sufficient investigation, and for acceptable reasons. — Wikipedia  

In what follows, the words in red are all from these two paragraphs about duty of care.

Now with this in mind, wouldn't you agree with the following points? Wouldn't your shareholders agree?

• Considering that the Internet was opened to commercial use in 1995, with "dotcom" soon a household word, your executives ought to have noticed, sometime over the past 16 years, that domain names can be significant marketing assets.
   
• Proper exercise of supervisory functions would therefore have included ensuring proper attentiveness to the domain name market.
   
• Proper attentiveness to the domain name market would have included sufficient investigation into what domain names are available that could be of value to your company (or to a competitor).
   
• Sufficient investigation would have required monitoring the domain name market so as to know when names relevant to your company will become available.
   
• Proper prudence then requires pouncing on such domain names before a competitor (or domain investor) can grab them.
   
• If it can be convincingly argued that a particular domain name is such an obvious match for a particular company that it's one which the company should have pounced on, and yet, when the domain name was available and the company could have pounced, it did not, then it follows that the company failed in its fiduciary duties by not pouncing on that domain name.

We are confident that your shareholders would agree with these points — so it would be prudent for you to agree with them too.  

Furthermore, there may be a legal dimension to this for your company's officers.  Have your legal team advise you on the following (again, legal terms are in red) —

Officers of the company have a fiduciary duty to their shareholders to exercise a proper standard of care in maximizing shareholder value. This includes exercising due diligence in discovering and exploiting marketing opportunities — and discovering and minimizing marketing threats — within the limits imposed by affordability and opportunity costs.  

Officers need not do this personally, of course — but then, the duty of care requirement for attentiveness and prudence of managers in performing their … supervisory functions requires them to ensure that it gets done.   Don't you think shareholders would agree?

These days, shareholders will be angry at anything a company does — or fails to do — that threatens their investment.  This means they'll get angry about the failure of management to protect brands, ineptness in aggressively taking over a product category, or losing a market opportunity.  They'll get angry over companies that are too slow to respond to opportunities, too slow to beat the competition, or which make mistakes that cause them to lose market share to competitors. If you lose chances, you'll look managerially lost.  

Investors won't know right away, of course, that you let this happen.  But as we said above, they'll know it when your competitor deploys the domain.  Then your shareholders will ask, "Who's minding the store?"  "Who dropped the ball?"  They'll be looking for accountability.  This is not the time to upset your shareholders.