William O. Douglas

“ The philosophy of our times, I think, requires that such enterprises be held to a higher standard than that of the 'morals of the market-place' which exalts a single-minded, myopic determination to maximize profits as the traditional be-all and end-all of corporate concern. ”

“ While this litigation is not formally between Dow and the Medical Committee, but between the SEC and the Medical Committee, it does involve a whole panoply of substantive [2] and procedural [3] rights in connection with a corporation's obligation to include shareholder proposals in proxy materials. The modern super-corporations, of which Dow is one, wield immense, virtually unchecked, power. Some say [4] that they are 'private governments,' whose decisions affect the lives of us all. ”

“ There is no reason to assume Dow's antipathy to the inclusion of this shareholder proposal will be any less in 1974 than it is today. Perhaps Dow will adopt the advice given to it by the Court. But it is just as likely to decide its superior financial position makes continued litigation the preferable alternative, which may now be conducted under proxy rules more favorable to corporate management [6] than are the present rules. ”