Fiduciary Duty
Fiduciary Duty
The legal and ethical obligation of an agent to act in the best interests of the principal. In corporate finance, the CEO acts as agent for shareholders: “If you are the CEO of a business, you are acting as an agent on behalf of shareholders. Allocating capital into the business on their behalf. You have a fiduciary duty to treat that capital only in ways that are in the best interests of the shareholders.”
The practical implication, per The Secret CFO’s reading of Warren Buffett: “The capital belongs to the shareholders. Your plans must deliver a return that is better than the shareholders could achieve elsewhere. Otherwise, you need to give them their money back.” The default position is to return capital; management must affirmatively justify retention. See Capital Allocation and Free Cash Flow.
- The Meta/metaverse example illustrates the tension: Zuckerberg redirecting capital from proven core businesses (Facebook, Instagram) into unrelated R&D caused investors to crash the stock 24% — not because they disliked the metaverse, but because they felt he was investing their capital in a venture-style bet they hadn’t signed up for.
- Share Buybacks are valuable when the stock price is below intrinsic value, because the remaining shareholders capture more of the future upside at a lower cost.
Where this appears
- Warren Buffett Said That Great… (tweet)