A
fiduciary duty indicates a relationship of
trust, assurance or confidence between two or more
parties, such as a company and its directors.
fiduciary duties are part of a wide range of equitable and common law duties evolved by the courts over many centuries. In the context of company directors, a number of key fiduciary duties are notable, including the duty to act in the best interests of the company, a duty to act within the powers conferred by the company's memorandum and articles of association, a duty not to fetter one’s own discretion, a duty to avoid a conflict of interest, and a duty not to make unauthorised profit.
The essence of many of these fiduciary (and other common law or equitable) duties were codified in CA 2006, Pt 10 (see also Directors’ duties). However, the underlying common law rules and fiduciary principles continue to be relevant when interpreting and applying the statutory duties.
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