Fiduciary Obligations in Business

Arthur B. Laby is Professor of Law at Rutgers Law School and Co-Director of the Rutgers Center for Corporate Law and Governance. Jacob Hale Russell is Associate Professor of Law at Rutgers Law School.

Part I. Identifying Fiduciaries and Their Duties: 1. Fiduciary duties on the temporal edges of agency relationships Deborah A. DeMott; 2. Extra large partnerships Christine Hurt; 3. The three fiduciaries of Delaware corporate law—and Eisenberg's error Lyman Johnson; 4. Trust, discretion, and ERISA fiduciary status Arthur B. Laby; 5. Examining indenture trustee duties Steven L. Schwarcz; Part II. Gaps and Alternatives in Fiduciary Regimes: 6. Conflicts of interest in investment advice: an expanded view Quinn Curtis; 7. A system of fiduciary protections for mutual funds Howell E. Jackson; 8. Equitable duty: regulating corporate transactions in the vicinity of insolvency from a comparative perspective Edward J. Janger; 9. Equity, majoritarian governance, and the oppression remedy Paul B. Miller; 10. Fiduciary relationships in employee benefit plans Dana M. Muir; Part III. Historical and Comparative Perspectives: 11. Delaware corporate law and the 'end of history' in creditor protection Jared A. Ellias and Robert J. Stark; 12. The independent director in Delaware and German corporate law Christoph Kumpan; 13. For whom are non-profit managers trustees? The contractual revolution in charity governance Jacob Hale Russell; 14. Fiduciary law and Japanese nonprofits: a historical and comparative synthesis Masayuki Tamaruya; Part IV. Stakeholders and Society: 15. Corporations, directors' duties and the public/private divide Jennifer G. Hill; 16. Stakeholder impartiality: a new classic approach for the objectives of the corporation Amir N. Licht; 17. Shareholder primacy in benefit corporations Julian Velasco; 18. Self-interested fiduciaries and invulnerable beneficiaries: when fiduciary duties don't fit Kelli Alces Williams; Index.