BU231 Chapter Notes - Chapter 28: Extraordinary Resolution, Liability Insurance, Fiduciary
Document Summary
In closely held corporations shareholders are often directors, blurs distinction. In widely held corporations, there may be as many as fifteen members. Business and affairs with small exceptions discussed later. Duties of directors: according to section 122 a) of cbca, every director and officer of a corporation in exercising his powers and discharging his duties shall : Act honestly and in good faith (best interest of corporation) Exercise care, diligence and skill in comparable situations. 2: duties of care and skill, negligence (s. 122b, strict liability omissions. Director owes a duty to the corporation not to be negligent, this diligence is often only that required of an average person. Entitled to rely on information received from officers of the corporation, but cannot willfully close their eyes to mistakes or misconduct, liable if they do. Employees (officers) owe a professional duty of care. Directors are more likely to be held liable for their acts than their.
