Corporate Directors: What Constitutes “Bad Faith” Conduct?
Portions of this posting have been excerpted from Corporate Counsel (http://www.law.com/corporatecounsel/PubArticleFriendlyCC.jsp?id=1202608206884). A director of a corporation owes certain fiduciary duties to the corporation and its stockholders. The duties include a duty of loyalty and a duty of care. A director must perform his or her duties as a director in good faith, in a manner he or she reasonably believes to be in the best interests of the corporation, and...