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§Have they debated
the issue amongst themselves and engaged
in a candid exchange of views?
§Were they actually
present at the applicable board
meeting?
§Were the
discussions and decision properly documented,
for example, in minutes or resolutions
of the board?
•Summary of general fiduciary duties that apply to both
NPOs and charities in putting the best interest of the
corporation ahead of their own
–Duty
to Act in Good Faith, Honestly, Loyalty
§A director’s sole interest is to the corporation
§The interests of the director must
not be placed in conflict with those of the corporation
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