Which of the following is NOT a fiduciary duty owed by directors to the corporation?

Directors of a corporation hold a fiduciary duty primarily composed of the duty of care, duty of loyalty, and the duty to avoid conflicts of interest toward the corporation and its shareholders. These duties are essential in ensuring that directors act in the best interests of the corporation.

The duty of care requires directors to make decisions with the necessary diligence, skill, and prudence that a reasonable person would exercise in similar circumstances. The duty of loyalty mandates that directors prioritize the interests of the corporation over their own and avoid situations that could lead to a conflict of interest. Similarly, the duty to avoid conflicts of interest involves ensuring that directors do not engage in activities that could compromise their ability to act in the best interests of the corporation.

In contrast, the notion of a duty to maximize shareholder dividends does not constitute a fiduciary duty owed to the corporation. While maximizing shareholder value is a common objective, it is not a legally mandated fiduciary duty. Directors may consider various factors, including the long-term success of the corporation, which may not always align with short-term dividend maximization. This distinction is crucial as it reflects the broader responsibilities of directors beyond simply increasing immediate financial returns to shareholders.