Corporate Director and Officer Liability : Discretionaries” Not Fiduciaries, Hardcover by Steinberg, Marc I., ISBN 0197751504, ISBN-13 9780197751503, Like New Used, Free shipping in the US This book reframes the role of corporate directors and officers as ‘discretionaries’ rather than ‘fiduciaries’ in the context of a wide range of key issues, including the duty of care, the business judgment rule, exculpation statutes, the duty of loyalty, and mergers and acquisitions.