Compliance Deconstructed

Board Fiduciary Duties Explained - How to Avoid Costly Mistakes


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Compliance Deconstructed is back and in this episode, hosts Jessica Zeff, Lorie Davis, and Elvan Baker break down the fundamentals of fiduciary duties and why they matter for every organization. This in-depth conversation explores how strong oversight begins with understanding the core responsibilities every board member holds, showcasing how fiduciary duties serve as the backbone of organizational stewardship and how compliance programs empower boards to uphold those duties effectively.

Jessica, Lorie, and Elvan explain the three pillars of fiduciary duty: care, loyalty, and obedience, as well as why each is essential for informed and ethical decision-making. Their discussion highlights practical scenarios that show how board members can apply these duties in real time, from reviewing financials to navigating conflicts of interest.

This episode also explores the intersection of compliance and fiduciary responsibilities, framing compliance as the operational engine that supports ethical oversight. They discuss how data, transparency, and clear reporting lines give boards the tools they need to fulfill their legal and ethical roles.

To make fiduciary duties actionable, the conversation outlines practical steps for board engagement, including targeted education, relevant data sharing, and open communication with compliance leadership. These strategies help transform fiduciary duties from theoretical concepts into everyday governance practices.

Key Takeaways

  • Board fiduciary duties (care, loyalty, and obedience) form the foundation of responsible governance.
  • Compliance programs provide the systems and controls that support board oversight.
  • Effective boards rely on timely, accurate data to make informed, risk-aware decisions.
  • Conflict-of-interest awareness is essential to upholding the duty of loyalty.
  • Clear communication channels between compliance officers and boards strengthen organizational integrity.
  • Integrating compliance into strategic decisions enhances both mission alignment and legal protection.


Learn more about Healthcare Compliance and discover how Simply Compliance can help your company at simplycomplianceconsulting.com.

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Compliance DeconstructedBy Jessica Zeff, Lorie Davis, & Elvan Baker