In all G20 countries, and 14 others, the fiduciary duty of directors is to the corporation, separate from any duty to shareholders. *Countries pledging to adhere to The Statement Campaign's legal guidelines in the non-binding form of a Memorandum are displayed in dark blue.
Careful legal analyses of fiduciary duty and to whom that duty is owed have been prepared by law firms all over the world and are posted on this website. We hope that these memoranda below will inform and enrich discussion among directors, and the lawyers who counsel them, about how changing circumstances near and far affect their ability to meet fiduciary duty requirements. Prof. Robert G. Eccles and Tim Youmans of Harvard Business School led a collaboration of The UN Global Compact and the American Bar Association’s Task Force on Sustainable Development to gather these legal perspectives from law firms in a wide range of countries, posted here. Our goal is to have these perspectives from all G20 countries and significant others. We also welcome offers from law firms in countries for which we do not have this document to participate in this in process.
In addition to the leadership shown by the ABA Task Force and the UN Global Compact, we are grateful to Linklaters in the United Kingdom for working with us to develop the research questionnaire template, and to Matthos Filho in Brazil, the first firm to produce a legal memos based on the Linklaters’ template. These legal memos are posted below with the permission of these firms. We thank all of them for their excellent pro bono support. Without them, this database would not exist. We believe this collection of memoranda on the legal and regulatory framework underpinning corporate directors’ fiduciary duty will be valuable to practitioners ranging from boards to law firms to management teams to investors, as well as to academics who want to study patterns in fiduciary duty and corporate reporting all over the world.
If you do not see a legal memo from your country and want to know if one is being prepared, please contact Professor Robert G. Eccles or Tim Youmans [add email links]
Each responding law firm used a standard research template to structure their respective legal memo. This template was adapted from a research template developed by Harvard Professor John Ruggie in 2009 for the UN Corporate Law Tools Project. Along with UN Global Compact, Bob Eccles and Tim Youmans worked closely with Vanessa Havard-Williams of Linklaters in the U.K. who developed this final 28 question research template on fiduciary duty and corporate obligations with regard to non-financial reporting and related topics.