Confidentiality of company's information: Challenges for nominee director
Company directors are subject to certain fiduciary duties discussed under common law and in statutory provisions. Directors’ fiduciary duties include duty to protect the confidentiality of company information. Any information that belongs to the company is to be used only by the company for the c...
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| Main Authors: | , |
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| Format: | Article |
| Language: | English English |
| Published: |
UPM Press
2017
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| Subjects: | |
| Online Access: | http://irep.iium.edu.my/65068/9/65068%20Confidentiality%20of%20Company%20Information.pdf http://irep.iium.edu.my/65068/8/65068%20Confidentiality%20of%20Company%20Information%20SCOPUS.pdf http://irep.iium.edu.my/65068/ http://www.pertanika.upm.edu.my/Pertanika%20PAPERS/JSSH%20Vol.%2025%20(S)%20Mar.%202017/14%20JSSH(S)-0404-2016-1stProof.pdf |
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| Summary: | Company directors are subject to certain fiduciary duties discussed under common law and
in statutory provisions. Directors’ fiduciary duties include duty to protect the confidentiality
of company information. Any information that belongs to the company is to be used only
by the company for the company. Such information is considered the property of the
company and it must be used to the advantage of the company. The objective of this paper
is to discuss the duty of nominee directors concerning the confidentiality of company
information. Nominee directors who actually represent their nominators on a board of
directors will find their duty challenging as they might be expected by their nominators
to provide them with certain company information. The study is based on doctrinal and
statutory analysis of selected jurisdiction as well as cases based on various jurisdiction. It is
argued that nominee directors are in a vulnerable position as directors who are representing
their nominators at the same time. Though it has been clearly legislated that their loyalty
is to the company they should to a certain extent be allowed to disclose information that
would not jeopardise their companies. |
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