The Inadequacy of Fiduciary Duty Doctrine: Why Corporate Managers Have Little to Fear and What Might Be Done About it

34 Pages Posted: 18 Aug 2010

See all articles by Celia Taylor

Celia Taylor

University of Denver Sturm College of Law

Multiple version iconThere are 2 versions of this paper

Date Written: 2007

Abstract

This article examines the interconnectedness of corporate regulatory regimes and fiduciary duty doctrine and show how a misplaced belief that a strict common law fiduciary duty regime would control corporate managerial behavior led to a willingness to allow weak statutory restriction on such behavior. Examining the historical development of the corporate form, the article shows how changing conceptualizations of the corporate entity contributed to the current regime that places little meaningful control on managers and suggests that a renewed emphasis on fiduciary duties is necessary.

Suggested Citation

Taylor, Celia, The Inadequacy of Fiduciary Duty Doctrine: Why Corporate Managers Have Little to Fear and What Might Be Done About it (2007). Oregon Law Review, Vol. 85, No. 993, 2007; U Denver Legal Studies Research Paper. Available at SSRN: https://ssrn.com/abstract=1659885

Celia Taylor (Contact Author)

University of Denver Sturm College of Law ( email )

2255 E. Evans Avenue
Denver, CO 80208
United States

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