THE CORPORATE OPPORTUNITY DOCTRINE – AN INFLEXIBLE OR FLEXIBLE RULE

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Abstract

The corporate opportunity doctrine is often seen as a prophylactic rule of strict ethic which is inflexibly applied in enforcing the fiduciary duties owed by directors to their companies. A close examination of some of the cases in which the rule has been applied, however, reveals that apart from the general restatement of the rule by the courts, the actual application of the rule in those cases are reflections of the peculiarities of the individual cases. The paper argues that a flexible approach is more realistic and enjoins the courts in interpreting and applying the various provisions of the statute that have codified this rule, to lean more on those decisions that reflect sensitivity to the peculiarities of the cases.

Keywords: Corporate Opportunity, Directors, Common Law, Statute, United Kingdom, South Africa

How to cite this paper: Nwafor, A. O., & Okoli, C. K. (2013). The corporate opportunity doctrine – An inflexible or flexible rule. Corporate Board: role, duties and composition, 9(2), 22-39. https://doi.org/10.22495/cbv9i2art3