Panelist, "Modifying and Eliminating Fiduciary Duties in Alternative Entities- How Far Can You Go", PLI One-Hour Briefing

December 11, 2014

Alternatives to the traditional corporate form, such as limited liability companies and limited partnerships, may appeal to investors for a variety of reasons. One reason is the flexibility of these entities. In this briefing we discuss one aspect of this flexibility: the ability to contractually eliminate or modify fiduciary duties. This one-hour briefing, focusing on the Delaware perspective, will consider the scope of a manager’s fiduciary duties and whether there are limits to what the parties can do to eliminate or modify those duties. Our discussion will cover recent legislation, case law, and scholarship related to fiduciary duties in alternative entities. Finally, the briefing will compare Delaware’s current approach to fiduciary duties with the approach taken by other states, including California, New York and Texas.