Welcome back to the Bar Exam Toolbox podcast! In today’s episode, we’re talking about the duty of loyalty owed by directors and officers of a corporation, and the main types of conduct they are prohibited from engaging in.
In this episode we discuss:
- A review of the rule for duty of loyalty
- The four types of prohibited conduct when the officer’s interest is placed before that of the corporation
- The situations in which a conflict of interest occurs
- Usurpation of a corporate opportunity
- Other topics that duty of loyalty is often tested with
- Analyzing three hypos from California bar exam essays involving duty of loyalty