Legal Duties and Liabilities of Directors and Officers of Charities and Not-for-Profits and Risk Management

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•A director has a fiduciary obligation to put the interest of the corporation ahead of his or her own interest

•An officer carries out the day to day functions of the corporation at the direction of the board

•An officer also has a fiduciary obligation to the corporation

•An officer can also be a director or can be found to have become a de facto director if the officer takes on the functions of a director

•For purposes of this presentation, reference to directors is deemed to include officers unless otherwise stated