Non-voting shareholders may have limited capacity to sue for breach of fiduciary duty due to their lack of voting rights. However, fiduciary duty obligates directors and officers to act in the best interest of all …

Aug 22, 2024 · Corporate officers and shareholders: Directors and other officers owe a fiduciary duty to the shareholders and the company. Depending on the situation, shareholders can sue for breaches …

Jan 25, 2024 · For example, consistent with the court’s precedents, a controlling stockholder has and can be held to breach its fiduciary duties by knowingly or grossly negligently selling its stock to a …

Apr 17, 2025 · A common mechanism for modifying fiduciary duties within stockholder agreements is the inclusion of covenants not to sue. These provisions prohibit stockholders from bringing claims …

Adequate preventative measures can safeguard businesses and shareholders from experiencing a breach of fiduciary duty. One of the fundamental practices to prevent a breach of duty is promoting …

Jan 10, 2025 · The decision serves as a stark warning to Delaware corporate boards that they cannot “cure,” “cleanse” or “fix” a breach of fiduciary duty in a conflicted controlling stockholder transaction …

A shareholder derivative action is a lawsuit brought by a stockholder or group of stockholders to challenge the breaches of fiduciary duty to shareholders by officers and directors of the corporation. …

If a fiduciary breaches a duty and someone suffers financial harm as a result, the harmed individual may sue the fiduciary. Typically, the harmed individuals are the shareholders who lost money as a result …

Apr 8, 2025 · A breach of fiduciary duty occurs when a fiduciary fails to act in a client’s best interest. Learn the key elements, examples, defenses, and legal remedies.

Jun 6, 2023 · In a recent decision, the Delaware Court of Chancery grappled with the question whether—and to what extent—claims for breach of fiduciary duty can be waived ex ante in a …