Courtesy of Professor Bainbridge, here is a short overview of an article by Professor Lawrence Mitchell devoted to a seminal case involving fiduciary duties, Meinhard v. Salmon. Professor Bainbridge describes it as a "must read" for anyone interested in the law of business associations. Here is an excerpt indicative of the article’s parsing of the language of the opinion:
Take the dictum that “[n]ot honesty alone, but the punctilio of an honor the most sensitive, is then the standard of behavior.” “Punctilio” connotes a fine point of exactness in conduct, ceremony, or procedure. It has roots in the Italian renaissance, and in concepts of chivalry and honor. Cardozo reinforces the metaphor by referring to a “tradition . . . unbending and inveterate” and to behavior “higher than that trodden by the crowd.” The allusion is to the high nobility of a bygone era whose standard of conduct was more exacting than that demanded of common folk. Co-adventurers, Cardozo suggests, should behave with similar refinement and courtesy in their mutual affairs. …
Each of these metaphors has the common feature that the protagonist– a knight on a chivalric quest, a soldier behind enemy lines, a monk devoting himself to prayer and contemplation – is called, by virtue of his role, to suppress his own selfish interests in favor of some greater good. The images have a powerful resonance. They evoke a pronounced (if somewhat misty) sense that duties partners owe to one another really are important.