2005 Idaho Code - 30-3-80 — GENERAL STANDARDS FOR DIRECTORS

                                  TITLE  30
                                 CORPORATIONS
                                  CHAPTER 3
                       IDAHO NONPROFIT CORPORATION ACT
    30-3-80.  GENERAL STANDARDS FOR DIRECTORS. (1) A director shall discharge
his duties as a director, including his duties as a member of a committee:
    (a)  In good faith;
    (b)  With the care an ordinarily prudent person in a like position would
    exercise under similar circumstances; and
    (c)  In a manner the director reasonably believes to be in the best
    interests of the corporation.
    (2)  In discharging his duties, a director is entitled to rely on
information, opinions, reports or statements, including financial statements
and other financial data, if prepared or presented by:
    (a)  One (1) or more officers or employees of the corporation whom the
    director reasonably believes to be reliable and competent in the matters
    presented;
    (b)  Legal counsel, public accountants or other persons as to matters the
    director reasonably believes are within the person's professional or
    expert competence;
    (c)  A committee of the board of which the director is not a member, as to
    matters within its jurisdiction, if the director reasonably believes the
    committee merits confidence; or
    (d)  In the case of religious corporations, religious authorities and
    ministers, priests, rabbis or other persons whose position or duties in
    the religious organization the director believes justify reliance and
    confidence and whom the director believes to be reliable and competent in
    the matters presented.
    (3)  A director is not acting in good faith if the director has knowledge
concerning the matter in question that makes reliance otherwise permitted by
subsection (2) of this section unwarranted.
    (4)  A director is not liable to the corporation, any member, or any other
person for any action taken or not taken as a director, if the director acted
in compliance with this section.
    (5)  A director shall not be deemed to be a trustee with respect to the
corporation or with respect to any property held or administered by the
corporation, including without limit, property that may be subject to
restrictions imposed by the donor or transferor of such property.