3.01.2 – Board and Society Liability

 

 

Intent

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Board members are legally responsible for the management and control of the organization. A Board member who does not fulfill his or her duties may be liable. The Board seeks to reduce its Director's liability risks through indemnification, risk management policies and liability insurance.

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Guidelines

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• The basic responsibility of Board members is to provide governance leadership of the organization within current legislation.

• The three basic duties of Board members are:

  • Duty of diligence (to act in the best interests of the organization)

  • Duty of loyalty (to place the interests of the organization first)

  • Duty of obedience (to act within the scope of their authority)

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Procedures

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• Board Nominees will be informed of their basic duties during the Board orientation process

• The Society will indemnify its Directors for liabilities that they may incur in carrying out their duties as members

• The SSO will develop Risk Management policies to ensure mitigation of potential risks

• The SSO will purchase Directors’ and Officers’ Liability Insurance

 

  Cross-reference guide:

 

• Bylaws – Articles 12; 13