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Act honestly and with care
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Ontario stands fully covered: its own filings and guidance stand in the books beside the federal ones.
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 in the corporation’s best interests — and members are dealt with fairly. Binds: Ontario not-for-profit corporations.
The law’s own words
“Every director and officer in exercising his or her powers and discharging his or her duties to the corporation 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.”
Ontario Not-for-Profit Corporations Act, s. 43(1) · Read it at Ontario · Verified 2026-11-08
“Any disciplinary action or termination of membership must be done in good faith and in a fair and reasonable manner.”
Ontario Not-for-Profit Corporations Act, s. 51(2) · Read it at Ontario · Verified 2026-11-08
“For the purposes of subsection (2), a procedure is fair and reasonable if, (a) a member is given at least 15 days notice of a disciplinary action or termination with reasons; and (b) the member is given an opportunity to be heard, orally, in writing or in another format permitted by the corporation’s articles or by-laws, not less than five days before the disciplinary action or termination of membership becomes effective.”
Ontario Not-for-Profit Corporations Act, s. 51(3) · Read it at Ontario · Verified 2026-11-08