Fiduciary Duties of the Director in Russian and Foreign Law

This work is a comparative legal analysis of the fiduciary duties of a corporation director in the legislation of Russia and the United States. Since at the moment there is no single approach to the institution of fiduciary in domestic legislation, and there are quite a lot of different concepts in the doctrine, it is necessary to study the experience of foreign countries. The United States of America was chosen for the comparative analysis due to the fact that the institution of fiduciary duties in this state can be considered one of the most developed in the world. The study raises questions about the concept of fitsudiary relations, their origin and purpose. In addition, the paper compares not only the legislation of the Russian Federation and the United States, but also different approaches to understanding fiduciary relations and fiduciary transactions. A separate chapter of the study is devoted to the key fiduciary duties of the director of US corporations, their content and application. Among the duties considered are: duty of loyalty, duty of care, duty of good faith, duty of disclosure. These duties are compared with the fiduciary duties of a person exercising the powers of the sole executive body of a business company under Russian law. For a deeper analysis and understanding of the practical significance of fiduciary duties, the work examined the cases of various courts – both American and Russian. It is assumed that the experience of foreign countries and the conclusions made in this study will be useful for the further formation of the fiduciary institution in the Russian Federation.