2007 Minnesota Code
Chapters 300 - 319B Corporations
Chapter 317A Nonprofit Corporations
Section 317A.361 STANDARD OF CONDUCT.
317A.361 STANDARD OF CONDUCT.
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: 1989 c 304 s 55
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