Their fiduciary responsibility is not to defraud the shareholders. Milton Friedman’s idea that management’s only constituency is the shareholders is not actually a matter of law.
Management can just say “in our judgement X is the right thing to do, not Y”. Google is too big for TCI to try to gain control over.
The wikipedia page pretty accurately summarizes why Dodge v. Ford isn't really a useful citation.
Firstly, if an executive says "we believe this is in the interest of long-term shareholder value", the courts basically just defer to their judgement. You can't get the courts to run a company for you.
And second, the precedent has been softened since 1916 (or wasn't even true at the time), and for example some corporations like B-corps explicitly reject it, without any legal consequences.
Yes, they can. It’s called fiduciary responsibility, and shareholders sue for it all the time.