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I think this comment is conflating a few different things. The definition of fiduciary duty varies depending on the jurisdiction you're in. Most public companie
by rogerkirkness 4y ago
I think this comment is conflating a few different things. The definition of fiduciary duty varies depending on the jurisdiction you're in. Most public companies are based in Delaware, and this seems like some version of that.
In Delaware, the duty of disclosure is part of the duty of loyalty, along with good faith and oversight. Likewise, the duties are the same for both directors and officers whether CEO or not on the care and loyalty front.
Most of the CEO obligations and duties are outlined in the charter of the company rather than in Delaware law. I believe the only CEO specific duty in Delaware law is signing share certificates.
Agreed with your analysis of the business importance of this. That said, I hope the leaders would not feel good about doing this in light of the hard choices they ultimately made.