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Liability Issues for Officers and Directors
Liability can exist for officers and directors when they cause financial harm to the corporation, act solely on their own behalf and to the detriment of the corporation, or commit a crime or wrongful act. Certain acts may subject an officer or director to personal liability, and other acts, although they would otherwise subject them to liability, may be either indemnified by or insured against by the corporation.
Personal Liability of Officers and Directors
Officers and directors may be personally liable for financial harm caused to the corporation if they:
- Breach their duty of care to the corporation;
- Breach their duty of loyalty to the corporation;
- Misappropriate a corporate asset for personal use or use by another business;
- Commingle personal and business assets;
- Fail to disclose potential or actual conflicts of interest.
Indemnification of Officers and Directors
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