102 Iowa L. Rev. 1691 (2017)

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Abstract

This Essay contributes to the theory of fiduciary relationships. Using legal analysis, legal theory, and the results of a new global survey of professional fiduciaries, it shows that fiduciary relationships are not now fundamentally different from contractual relationships. I then show how different types of fiduciary relationships are converging. Scholars commonly claim that the fiduciary obligations imposed on trustees are more severe—and more severely enforced—than those imposed on corporate directors and officers. Large parts of current law and practice do not bear out this view. That fiduciary relationships generally, and their traditionally distinct types, are in practice more alike to other social and economic relationships than it is often assumed expressed the current reformulation of fiduciary relationships as short term, arm's length, commodified transactions. Because this reformation is part of an overall socio-economic transformation, tending to anonymity and commodification, reforms returning fiduciary law to its protective roots are unlikely to reverse the commodification of fiduciary relationships.