Thats really the same effect isnt it, they are using...

Thats really the same effect isnt it, they are using dicretionary power to threaten shareholders even if they are exercising their right.

Its still unconscionable to threaten use a position to disadvantage share holders as a means to secure a takeover bid.
The fact that they have a right does not give them ancillary rights, to threaten shareholder in order to gain an advantage.

Unconscionable conduct is really a more powerful party threatening another in order to gain a benefit, where or not they have that right to exersise certain discretionary powers is immaterial.