The obligation of loyalty is the “distinguishing obligation of a fiduciary”, which in turn requires that the fiduciary acts in good faith in the best interests of the beneficiary.1 However, judicial and academic opinion has long been divided on the exact manner by which this so-called “duty to act in good faith” operates. A prevalent view shared by many academic commentators and the Australian courts is that this duty to act in good faith is not a free-standing legal duty enforceable in its own right.2 Rather, it is commonly said that the law ensures fiduciary loyalty through various proscriptive requirements, chief amongst which include the no-profit and no-conflict rules, which govern the misuse of a fiduciary’s powers for improper purposes. In this connection, while there is a requirement for fiduciaries to act in good faith in the best interests of the beneficiary,3 this requirement is similarly understood to be exclusively proscriptive, in that it is “principally a means of prohibiting behaviour which will likely harm the principal”, by imposing constraints on the exercise of fiduciaries’ powers and “does not require particular action”.4

Recently, this “proscriptive-only” view of the fiduciary obligation was expressly rejected by the Singapore Court of Appeal (“SGCA”) in Credit Suisse Trust Ltd v Ivanishvili, Bidzina.5 While the SGCA acknowledged the undisputed existence of a proscriptive duty to act in good faith that “attaches to or regulates the performance of non-fiduciary duties or