The Sarbanes-Oxley Act as Confirmation of Recent Trends in Director and Officer Fiduciary Obligations

Authors

Lisa M. Fairfax, George Washington UniversityFollow

Document Type

Article

Publication Date

2002

Status

Accepted

Abstract

This Article argues that, instead of dramatically altering the responsibilities of corporate officers and directors, Sarbanes-Oxley confirms at least some case law and other recent articulations of management's fiduciary duty. At a minimum, recent allegations regarding corporate misconduct may suggest some degree of confusion on the pat of corporate officers and directors about the manner in which they should comply with their fiduciary duty. By requiring more exacting standards of conduct from these corporate agents, Sarbanes-Oxley may not only clear up that confusion, but also may represent a natural extension of recent pronouncements by Delaware courts, the SEC and other bodies regarding the need for more enhanced standards of conduct.

SSRN Link

http://ssrn.com/abstract=921061

Recommended Citation

Lisa M. Fairfax, The Sarbanes-Oxley Act as Confirmation of Recent Trends in Director and Officer Fiduciary Obligations, 76 St. John's L. Rev. 953 (2002).