| In the trust relationship, the trustee has objective information advantages that cannot be counteracted by traditional information regulation tools and enjoys discretion on trust affairs, which has a higher risk of opportunism. Because of its unique mechanism for dealing with trustees' opportunism risk, the duty of loyalty has become the core norm to restrict the fiduciary relationship. Actively promoting beneficiaries' interests should be taken as the basic rule of the trustees' duty of loyalty to emphasize that the trustees should take the realization of beneficiaries' interests as the purpose of his act. It should also be taken as the precondition for measuring the diligence of the trustee. The normative logic of the two negatively-oriented prohibitive rules in the duty of loyalty is to prevent conflicts of interest, so the no-conflict rule should include the not-for-profit rule. Derived from the no-conflict rule, the self-dealing rule and the fair dealing rule restrict the transactions between the trustee and the trust property and between the trustee and the beneficiary, respectively. The Chinese Trust Law should take Article 28 as the center to integrate the negative rules of duty of loyalty, expand the types of transaction restricted by self-dealing rule, and treat the affiliated party of the trustee as the applicable object. Fair dealing rules should also be added to require trustees to demonstrate that they have fully disclosed relevant information and paid fair consideration when dealing with beneficiaries. |
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