Fairness and Trust in Corporate Law

Lawrence E. Mitchell, Case Western University School of Law


Why has corporate fiduciary law abandoned trust? How does this abandonment affect fiduciary relations? In this Article, I will argue that courts and legislatures unwittingly have destroyed the fiduciary fabric of corporate law by developing doctrine for the convenience of those in power without regard to the fundamental integrity of the corporate enterprise. They have done so by disregarding the essential role of trust in corporate law.