What is the test for a finding that all parties involved in a breach of fiduciary duty were fully aware of all facts at the time of the alleged breach of duty?

4 We regard Laird v. United Shipyards, Inc., 163 F.2d 12, 15-16 (2 Cir.), cert. denied, 332 U.S. 842, 68 S.Ct. 264, 92 L. Ed. 413 (1947), as without relevance both because of the finding that at the time of the alleged breach of duty "all parties then having any interest in the corporation were fully aware of all the facts," and because the language "Nor is the statute tolled because those alleged to have been derelict in their duty were in control of the corporation," clearly referred to the New York, not the federal, rule.