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Act honestly and with care

Directors and officers act honestly and in good faith, in the society’s best interests, with the care a reasonable person would show.

Directors and officers act honestly and in good faith with a view to the corporation’s best interests, and exercise the care, diligence and skill a reasonably prudent person would exercise in comparable circumstances. They comply with the Act, the regulations, the articles and the by-laws. Binds: Manitoba corporations under The Corporations Act.

The law’s own words

“Every director and officer of a corporation in exercising his powers and discharging his duties shall (a) act honestly and in good faith with a view to the best interests of the corporation; and (b) exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.”

The Corporations Act (Manitoba), s. 117(1) · Read it at Manitoba · Verified 2026-11-08

“Every director and officer of a corporation shall comply with this Act and the regulations, the articles and by-laws, and any unanimous shareholder agreement.”

The Corporations Act (Manitoba), s. 117(2) · Read it at Manitoba · Verified 2026-11-08

The Corporations Act (Manitoba), section 117

“Every director and officer of a corporation in exercising his powers and discharging his duties shall (a) act honestly and in good faith with a view to the best interests of the corporation; and (b) exercise the care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances.” “Every director and officer of a corporation shall comply with this Act and the regulations, the articles and by-laws, and any unanimous shareholder agreement.”

Source: Manitoba Laws — The Corporations Act, CCSM c C225, s. 117 · Checked 2026-11-08