The Fiduciary-ness of Business Associations

University of Tennessee Legal Studies Research Paper No. 442

24 Transactions: Tenn. J. Bus. L. 255 (2023)

24 Pages Posted: 7 Jul 2023 Last revised: 14 Jul 2023

Date Written: April 30, 2023

Abstract

This essay offers a window and perspective on recent fiduciary-related legislative developments in business entity law and identifies and reflects in limited part on related professional responsibility questions impacting lawyers advising business entities and their equity owners. In addition—and perhaps more pointedly—the essay offers commentary on legal change and the legislative process for state law business associations amendments in and outside the realm of fiduciary duties. To accomplish these purposes, the essay first provides a short description of the position of fiduciary duties in U.S. statutory business entity law and offers a brief account of 21st century business entity legislation that weakens the historically central role of fiduciary duties in unincorporated business associations. It then reflects on these changes as a matter of theory, policy, and practice before briefly summarizing and offering related reflections in concluding.

Keywords: fiduciary duty, business associations, unincorporated entities

JEL Classification: K20, K22, M10

Suggested Citation

Heminway, Joan MacLeod, The Fiduciary-ness of Business Associations (April 30, 2023). University of Tennessee Legal Studies Research Paper No. 442, 24 Transactions: Tenn. J. Bus. L. 255 (2023), Available at SSRN: https://ssrn.com/abstract=4491841

Joan MacLeod Heminway (Contact Author)

University of Tennessee College of Law ( email )

1505 West Cumberland Avenue
Knoxville, TN 37996
United States
865-974-3813 (Phone)
865-974-0681 (Fax)

Do you have negative results from your research you’d like to share?

Paper statistics

Downloads
64
Abstract Views
267
Rank
610,386
PlumX Metrics