Open AccessA contractual approach to the regulation of corporate directors’ fiduciary duties
Author(s) -
María Gutiérrez Urtiaga
Publication year - 2004
Publication title -
corporate ownership and control
Language(s) - English
Resource type - Journals
eISSN - 1810-0368
pISSN - 1727-9232
DOI - 10.22495/cocv1i3p7
Subject(s) - fiduciary , corporation , business , corporate law , statute , accounting , corporate governance , corporate title , liability , law , finance , duty , political science
Traditional American corporation statutes state that the business and affairs of the corporation shall be managed by a board of directors who act as fiduciaries of the corporation. The purpose of this paper is to explain the economic logic underlying the regulation of corporate directors’ fiduciary duties, placing special emphasis on the consequences of the adoption of protective measures for the directors such as indemnification and liability insurance.