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Full-Text Articles in Law
Beyond The Board Of Directors, Kelli A. Alces
Beyond The Board Of Directors, Kelli A. Alces
Scholarly Publications
No abstract provided.
Enforcing Corporate Fiduciary Duties In Bankruptcy, Kelli A. Alces
Enforcing Corporate Fiduciary Duties In Bankruptcy, Kelli A. Alces
Scholarly Publications
No abstract provided.
Directors' Duties In Failing Firms, Kelli A. Alces, Larry E. Ribstein
Directors' Duties In Failing Firms, Kelli A. Alces, Larry E. Ribstein
Scholarly Publications
Despite many cases with seemingly contrary dicta, corporate directors of failing firms do not have special duties to creditors. This follows from the nature of fiduciary duties and the business judgment rule. Under the business judgment rule, the directors have broad discretion to decide what to do and in whose interests to act. There is some authority for a limited creditor right to sue on behalf of the corporation to enforce this duty. However, any such right does not make the duty one owed to creditors. The creditors individually may sue the corporation for breach of specific contractual, tort, and …