Fiduciary Duties in Business Relationships (On-Demand)

Course Description

This course will focus on fiduciary duties, how they are formed, between whom they are owed and when they can be abrogated by contract. We will discuss the different business entities and the varying degrees of fiduciary duty imposed from the duty of utmost loyalty to the simple duty of care. Finally, we will discuss the ethical implications of representing entities and individuals within a particular business organization.  

Principles

• Personal Liability for shareholders, directors, managers and partners.
• Expansion of fiduciary duties
• Majority and minority rules for closely held corporations.
• Ethical Considerations when representing entities, owners and officers.

Syllabus

1. Scope of Course
2. Course objectives
3. History
4. Common law
5. Codification
6. Attorneys must be able to identify
7. The duty
8. Who it encumbers
9. To whom it is owed
10. It’s origin
11. The obligations imposed by that duty
12. Duties
13. Loyalty
14. Care
15. Goodwill
16. Operating agreements
17. Limiting fiduciary duties
18. Causes of action
19. Damages
20. Ethics
    • Representing the company
    • Representing owners in the formation of the company
    • Representing owners as the business is ongoing
      • • Conflicts in representing Entities and Individuals.
        • American Bar Association Model Rules 1.6, 1.7, 1.9, 1.13, 1.18

Instructor

Brian Barakat, Esq.