§ 317A.361 — Standard of Conduct
Plain-Language Summary
Sets the standard of care for officers, similar to the director standard.
317A.361 STANDARD OF CONDUCT.
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Subdivision 1.Standard; liability.
An officer shall discharge the duties of an office in good faith, in a manner the officer reasonably believes to be in the best interests of the corporation, and with the care an ordinarily prudent person in a like position would exercise under similar circumstances. A person exercising the principal functions of an office or to whom some or all of the duties and powers of an office are delegated under section 317A.351 is considered an officer for purposes of this section and sections 317A.467 and 317A.521. §
Subd. 2.Not considered trustee.
An officer is not considered to be a trustee with respect to the corporation or with respect to property held or administered by the corporation, including without limit, property that may be subject to restrictions imposed by the donor or transferor of the property.
History:
History: History:
1989 c 304 s 55