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3 Cards in this Set
- Front
- Back
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shares of stock
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are equity securities that give the shareholder an ownership interest in the corporation
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duty of care
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a director owes the corporation a duty of care to act as a reasonably prudent person would act under similar circumstances. the business judgment rule provides that the directors must manage the corporation in good faith and in the best interests of the corporation and it's shareholders
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duty of loyalty (conflict of interest)
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a director owes a duty of loyalty to the corporation and may not serve his own interests over the interests of the company ----no self dealing (presumed unfair but can be cured if authorized/approved & fair)----no usurp corporate opportunity (ok if good faith rejection, full disclosure) remedy is to disgorge profits ----no unfair competition
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