Director’s duties

Feb 13, 2023 | Publication

In an earlier article we explored some of the general duties of directors.

A director must not improperly use their position to:

1. Gain an advantage for themselves or someone else; or

2. Cause detriment to the corporation.

A director of a company commits an offence if they:

1. Are reckless or;

2. Are dishonest,

and fail to exercise their powers and discharge their duties:

3. In good faith in the best interests of the company; or

4. For a proper purpose.

A director of a company commits an offence if they use their position dishonestly:
1. With the intention of directly or indirectly gaining an advantage for themselves, or someone else, or causing detriment to the company; or
2. Recklessly as to whether the use may result in themselves or someone else directly or indirectly gaining an advantage, or in causing detriment to the company.

We will explore in further detail in later articles the duties of directors.

If you require advice or have a dispute relating to director’s duties, please contact Steve McAuley of our office.

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