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Corporate Opportunity Doctrine

This lesson examines a subset of the fiduciary obligations of directors and officers--their duty of loyalty to the corporation--the Corporate Opportunity Doctrine.

Directors and Officers have a fiduciary obligation NOT to appropriate certain business opportunities for personal gain. This lesson will set out a framework for determining (1) whether a business opportunity is a "corporate opportunity" and (2) if it is a "corporate opportunity", a procedure by which a director or officer may pursue it without risking liability.

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