Is there a fiduciary obligation owed by a director to shareholders?

In support of this submission, the plaintiffs rely on the decision of Valastiak v. Valastiak, 2010 BCCA 71, where the court acknowledged that although there is generally no fiduciary obligation owed by a director to shareholders, “some exceptions to this rule” are found in the case authorities (para. 47). The court went on to note, at para. 48, the following comments of McEachern C.J. in Malcolm v. Transtec Holdings Ltd., 2001 BCCA 161: There are some authorities where directors have been found to have a fiduciary duty towards other shareholders … In all those cases, however, there was either a family relationship or a special relationship of trust and dependency between the plaintiffs and defendants where the latter were seeking to take unfair advantage of the others for personal gain or profit. [Underline emphasis in Valastiak.]