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Breach of Fiduciary Duty : Legal Rights and Remedies in New York

Author : Donghoo Sohn, Esq.



A breach of fiduciary duty occurs when a person in a position of trust fails to act in the best interests of another party. In New York, fiduciary relationships exist in many contexts, including corporate management, investment advisory, trusteeships, and partnerships. When a fiduciary violates their obligation, the injured party may pursue legal remedies to recover damages and protect their interests.

Fiduciary Relationship TypeCommon Breach ExamplesPotential Remedies
Corporate Officers and DirectorsSelf-dealing, misappropriation of assets, failure to disclose conflictsDamages, disgorgement, injunctive relief
Investment AdvisorsUnsuitable recommendations, undisclosed fees, negligent managementCompensatory damages, restitution, regulatory penalties
Trustees and Estate FiduciariesImproper distributions, failure to account, breach of duty to beneficiariesSurcharge, removal, accounting, damages
Partners and Business AssociatesUsurping business opportunities, competing without disclosure, misusing confidential informationDamages, constructive trust, dissolution remedies

Understanding breach of fiduciary duty is essential for anyone who has entrusted money, assets, or decision-making authority to another person. Under New York law, a fiduciary must act with utmost good faith and loyalty, placing the beneficiary's interests ahead of their own. When this trust is violated, injured parties have several legal options to seek redress. The key to a successful claim is proving that a fiduciary relationship existed, that the fiduciary owed a duty, that the duty was breached, and that the breach caused measurable harm.

Contents


1. Breach of Fiduciary Duty in New York : Elements of a Valid Claim


To establish a breach of fiduciary duty in New York, a plaintiff must demonstrate four essential elements. First, the existence of a fiduciary relationship between the parties must be established, such as between a corporate officer and shareholders or an investment advisor and a client. Second, the plaintiff must show that the fiduciary owed a specific duty of care, loyalty, or candor to the beneficiary. Third, the plaintiff must prove that the fiduciary breached that duty through action or inaction. Fourth, the plaintiff must demonstrate that the breach directly caused quantifiable damages or harm.



Establishing the Fiduciary Relationship


A fiduciary relationship arises when one party places special trust and confidence in another to manage their affairs or assets. In New York, fiduciary relationships include corporate directors and officers, trustees, investment advisors, attorneys, accountants, and partners in a business venture. Courts examine whether the fiduciary held a position of authority, whether the beneficiary relied on the fiduciary's expertise or judgment, and whether the fiduciary accepted responsibility for the beneficiary's interests. Once a fiduciary relationship is established, the fiduciary is held to a heightened standard of conduct that prioritizes the beneficiary's welfare above personal gain.



Proving Breach and Causation


After establishing a fiduciary relationship, the plaintiff must demonstrate that the fiduciary breached their duty. This may involve showing that the fiduciary engaged in self-dealing, failed to disclose a material conflict of interest, misappropriated assets, or acted with gross negligence in managing the beneficiary's affairs. New York law also recognizes that a breach of fiduciary duty can result from a failure to act when action was required. Finally, the plaintiff must establish a causal link between the breach and the harm suffered, demonstrating that the beneficiary would not have incurred damages but for the fiduciary's wrongful conduct.



2. Breach of Fiduciary Duty in New York : Common Scenarios and Legal Liability


Breach of fiduciary duty claims arise in diverse business and personal contexts throughout New York. Corporate officers and directors frequently face liability when they prioritize personal gain over shareholder interests, approve excessive compensation packages, or fail to implement adequate oversight and governance. Investment advisors and financial professionals may breach their duty by recommending unsuitable investments, failing to disclose conflicts of interest, or charging undisclosed fees that reduce client returns.



Corporate and Business Contexts


In corporate settings, officers and directors owe fiduciary duties to the corporation and its shareholders under New York law. A director who votes to approve a transaction in which the director has a personal financial interest without full disclosure may face liability for breach of fiduciary duty. Similarly, an officer who misappropriates corporate assets, diverts business opportunities to a competing entity, or fails to maintain confidential information breaches the duty of loyalty. Courts examine whether the fiduciary acted in good faith, whether the transaction was fair to the corporation, and whether proper disclosure and approval procedures were followed. The breach of fiduciary duty claim may seek damages, disgorgement of ill-gotten gains, or injunctive relief to prevent further misconduct.



Investment and Advisory Relationships


Investment advisors, financial planners, and wealth managers owe fiduciary duties to their clients under New York law and federal securities regulations. An advisor who recommends unsuitable investments that do not align with the client's risk tolerance, investment objectives, or financial situation may face liability. Advisors must also disclose all material conflicts of interest, including compensation arrangements, referral fees, and affiliated transactions. Failure to disclose that the advisor receives higher commissions for recommending certain products, or that the advisor's firm has a financial interest in a recommended investment, constitutes a breach. Clients harmed by unsuitable recommendations or undisclosed conflicts may recover compensatory damages, restitution of fees, and in some cases, punitive damages.



3. Breach of Fiduciary Duty in New York : Legal Remedies and Recovery Options


New York courts provide multiple remedies for breach of fiduciary duty, depending on the nature of the breach and the harm suffered. These remedies are designed to restore the injured party to the position they would have occupied had the breach not occurred, to deter future misconduct, and in some cases, to punish egregious violations. Understanding the available remedies helps injured parties evaluate their legal options and pursue appropriate relief.



Monetary Damages and Restitution


Compensatory damages are the primary remedy in breach of fiduciary duty cases, compensating the injured party for actual losses resulting from the breach. These damages may include lost investment returns, diminished asset values, fees paid to the fiduciary, or profits the beneficiary would have earned. In some cases, courts award restitution, requiring the fiduciary to return ill-gotten gains or profits earned through the breach. When a fiduciary engages in particularly egregious misconduct, such as intentional fraud or gross negligence, New York courts may award punitive damages to punish the fiduciary and deter similar conduct by others. The amount of damages depends on evidence of the beneficiary's actual losses and the fiduciary's wrongful conduct.



Equitable Relief and Injunctive Remedies


Beyond monetary damages, New York courts may grant equitable relief to address breach of fiduciary duty. Injunctive relief may prohibit the fiduciary from engaging in further misconduct, competing with the beneficiary, or using confidential information. Courts may also impose a constructive trust on assets wrongfully obtained by the fiduciary, requiring those assets to be held for the beneficiary's benefit. In trustee and estate contexts, courts may surcharge the fiduciary's account, removing them from office and appointing a successor. Declaratory relief may establish the fiduciary's liability and the beneficiary's rights, providing clarity for future dealings. When a breach involves misuse of confidential information or usurpation of business opportunities, courts may also grant relief that prevents the fiduciary from profiting from the breach. These equitable remedies complement monetary damages and ensure comprehensive protection of the beneficiary's interests. Additionally, understanding anti-dumping duty principles in relevant commercial contexts may inform broader discussions of fiduciary obligations in international business relationships.



4. Breach of Fiduciary Duty in New York : Statute of Limitations and Procedural Considerations


Pursuing a breach of fiduciary duty claim in New York requires understanding applicable statutes of limitations and procedural requirements. The time within which a claim must be filed varies depending on the type of fiduciary relationship and the nature of the breach. Generally, a three-year statute of limitations applies to breach of fiduciary duty claims, though this period may be extended if the breach was concealed or if the beneficiary did not discover the breach through reasonable diligence. In some trustee and estate contexts, shorter periods may apply, making prompt action essential. Procedural requirements include filing a complaint in the appropriate New York court, serving the defendant fiduciary with notice, and complying with discovery rules and court deadlines. Early consultation with an attorney experienced in fiduciary duty litigation helps ensure that claims are filed timely and that all procedural requirements are satisfied.


11 Feb, 2026


The information provided in this article is for general informational purposes only and does not constitute legal advice. Reading or relying on the contents of this article does not create an attorney-client relationship with our firm. For advice regarding your specific situation, please consult a qualified attorney licensed in your jurisdiction.
Certain informational content on this website may utilize technology-assisted drafting tools and is subject to attorney review.

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