Publication Type
Journal Article
Version
acceptedVersion
Publication Date
7-2003
Abstract
The corporate director is subject to duties of good faith and loyalty. As he stands in a fiduciary position vis-a-vis the company on whose board he sits, he is subject to strict obligations of self-denial. Indeed, ensuring adherence to an absolute rule in this regard is justified by the need to control, albeit in a necessarily imperfect and arguably ineffective manner, the exercise of discretion by the director who stands in an undoubted position of power with respect to the company. A director therefore is obliged to avoid a conflict of interests and is prohibited from profiting from his office. What then of the erstwhile director? The question whether ex-directors continue to be bound, post-release, by the fiduciary obligations that prohibit conflict and profit during the course of the directorship should, technically, not be difficult to answer.
Discipline
Business Organizations Law | Commercial Law
Research Areas
Corporate, Finance and Securities Law
Publication
Cambridge Law Journal
Volume
62
Issue
2
First Page
403
Last Page
443
ISSN
0008-1973
Identifier
10.1017/S0008197303006366
Publisher
Cambridge University Law Society
Citation
KOH, Pearlie.
Once a Director, Always a Fiduciary?. (2003). Cambridge Law Journal. 62, (2), 403-443.
Available at: https://ink.library.smu.edu.sg/sol_research/692
Copyright Owner and License
Authors
Creative Commons License
This work is licensed under a Creative Commons Attribution-NonCommercial-No Derivative Works 4.0 International License.
Additional URL
https://doi.org/10.1017/S0008197303006366