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

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H. STATUTORY DUTIES AND LIABILITIES

•Overview

–Many federal and provincial statutes impose offences and penalties for acts and omissions of corporate directors

–Directors can be held personally liable, as well as jointly and severally, with other directors for breach of statutory duties

–Ignorance of the law is not an excuse, as offences are generally strict liability

–Generally, the only defence is due diligence

–Resigning as a director may not limit liability, though there are generally limitation periods that apply