Delaware Business Litigation Report

Court Of Chancery Holds Corporation Does Not Owe Fiduciary Duty

Buttonwood Tree Value Partners L.P. v. R.L. Polk & Co. Inc., C.A. No. 9250-VCG (August 7, 2014) A Delaware corporation does not itself owe a fiduciary duty to its stockholders and may not be charged with aiding and abetting a breach of that duty by its directors.  This holding has ample precedent and is important because it may avoid the expansion of the company's disclosure obligations beyond the duty to avoid fraudulent disclosures. Share