What duty do officers of a corporation owe?

Officers of a corporation have a fiduciary duty, which encompasses both a duty of care and a duty of loyalty to the corporation and its shareholders. The duty of care requires officers to make informed decisions and act with the competence and diligence that can be expected from someone in their position. This means they should rely on appropriate information and act in the best interests of the corporation.

The duty of loyalty, on the other hand, mandates that officers prioritize the interests of the corporation above their own. This means avoiding conflicts of interest and not engaging in self-dealing when making decisions that affect the corporation.

In combination, these two duties are fundamental in ensuring that corporate officers act responsibly and ethically, promoting the long-term success of the corporation. Thus, recognizing that officers owe both a duty of care and a duty of loyalty is essential in understanding their legal responsibilities within a corporate structure.