Breach of Fiduciary Duty

When anyone handles someone else’s money, whether it be a securities broker, an officer of a company, banker, real estate agent, or attorney, they owe fiduciary duties to the person or entity whose money they are handling. You can be a fiduciary to your clients, your shareholders, and/or your business partners. Without the legal concept of a fiduciary duty and the ability to seek restitution against someone who has breached their fiduciary duty, companies couldn’t raise capital and those with excess capital couldn’t put their money to work in the capital markets.

The attorneys at the Warren Law Group understand the importance of upholding one’s fiduciary duties as well as the importance of holding those who have violated those duties accountable for the harm they cause their investors.

What is a Fiduciary Duty?

An agent is bound in several ways, including by implication, to act in their principal’s best interest. The agent owes certain “fiduciary” duties the moment the agency is created. A fiduciary can breach their duties by not acting in their principal’s best interest. This can take many forms from malfeasance, embezzlement and actively competing against your fiduciary to more seemingly benign ways such as a failure to provide financial disclosures. All of these ways a fiduciary can breach their duty have one thing in common: they’ve caused harm to the principal who put their trust in them.

Examples of Fiduciary Duty

Business opportunities must first be presented to the business for consideration. Theft of opportunity, also known as usurping opportunity, occurs when an agent takes an opportunity before first presenting it to their business first. There is also self-dealing: undisclosed purchase, sale, or lease of the agent’s own property to the principal. This may also involve fraud, misrepresentation, or false-inducement to enter into a contract. Even if a misdeed is done accidentally, the acts may have been criminally and/or tortiously negligent, while the specific charges brought depend on the case. It is important to consult with a lawyer for guidance on the legal theories of liability most applicable to your case.

Duty of Obedience

The duty of obedience requires directors and corporate officers to act within the legal and contractual authority of their position as determined by the Board, shareholders, bylaws, etc. This means an agent (an attorney, a real estate agent, a securities broker, a bank, etc.) must always act in the full interest of the other partner (business partner, client, or shareholder) and fully withhold personal interests from matters relating to their client’s business—even if it means financial loss to the agent. In a trade deal, this means the majority shareholders or board of directors must maximize value for all shareholders when negotiating a deal.