Directors and Officers

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Directors and officers are responsible of and for the organization they manage. They have a duty to act in good faith and in the best interest of the organization, whether it is a charity or a for-profit enterprise. As a director or officer of a board of directors, you can be personally sued in case of a wrong decision or in case of unjustified dismissal of an employee. AFER Group Ltd. can protect you against the civil liability of directors and officers.

What is it about ?

Directors and officers have a duty to exercise due diligence in supervising the activities of their business. They are required to act in good faith and in the best interest of their business. Directors may be personally sued for three (3) basic functions:

  1. Duty of Care (Duty of Care): Act reasonably, in good faith, in the best interests of the company.
  2. Duty of loyalty: Place the interests of the company ahead of those of the directors and officers.
  3. Duty of Obedience: Act according to the possibilities of the company, respecting the rules and applicable laws.

Directors and Officers may be responsible for the following:

  1. Failure to act in accordance with the provisions of a law. Example: Failure to comply with the law by not producing a report or keeping certain records, they will be held responsible for breaking this law.
  2. Non-compliance of the company with a law. For example, directors may be responsible for mismanagement, financial loss, wrongful dismissal, discrimination (moral or physical) against an employee or failure to implement measures to repair environmental damage.
  • Directors and officers can be held personally liable and they commit their personal wealth.
  • Ignorance is not a defense.
  • Resignation is not necessarily an acceptable defense.
  • The compensation of the board of directors may not be enough.
  • Directors and officers may be liable for non-performance.

Few Examples

  • Bankruptcy – Statutory Liability
  • Class Action – Negligence
  • Inaccurate statements
  • Class action by shareholders
  • Bankruptcy
  • Practice in employment
  • Inaccurate statements

Companies we assure

  • Private commercial companies
  • Public companies listed on the stock exchange
  • Venture Capital Corporation
  • cooperatives
  • Nonprofit organization
  • Educational company holding a permit from the
  • Ministry of Education
  • Pension and benefits plan
  • Offers related to different types of programs
  • High technology and biotechnology company
  • Manufacturers, processors and distributors
  • Retail business
  • Service Company
  • Commercial and industrial condos
  • Organizations or professional associations
  • Charities or charities

10 mistakes committed by directors and officers

Example of NPO claims

Example of EBL claims