Answer (C) is correct . Officers and employees as well as directors are fiduciaries with regard to the corporation. They owe a duty of loyalty, good faith, and fair dealing when transacting business with or on behalf of the company. This duty requires full disclosure of any personal interest in transactions with the corporation, avoidance of conflicts of interest and the making of secret profits, and placing the corporate interest ahead of personal gain.
Answer (A) is incorrect because A director is not an agent. (S)he cannot act alone to bind the corporation. As a group, directors control the corporation in a manner that agents could not.
Answer (B) is incorrect because A trustee holds legal title to property used for the benefit of others.
Answer (D) is incorrect because The corporation itself is the principal.
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