Understanding the Director's Fiduciary Obligation

Abstract

It is trite law that a director is a fiduciary to his or her company and must act in the interests of the company. However, identifying the “interests of the company” is not so straightforward. Different theories of the nature of the company and different stakeholders interested in the company all present varying claims on what constitutes the company and its interests. This paper considered those arguments and suggests that, for the purpose of determining the object and content of the director’s fiduciary obligation, the interests of the company should be understood in the light of the company’s changing life cycle.