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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.

Serve the corporation honestly and in good faith, with the care a reasonably prudent person would show, and keep to the Act, the regulations, the articles and the bylaws. Binds: Saskatchewan corporations under The Non-profit Corporations Act, 2022.

The law’s own words

“Every director and officer of a corporation in exercising the director’s or officer’s powers and discharging the director’s or officer’s 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 Non-profit Corporations Act, 2022 (Saskatchewan), s. 9-22(1) · Read it at Publications Saskatchewan · Verified 2026-11-08

“Every director and officer of a corporation shall comply with this Act, the regulations, articles, bylaws and any unanimous member agreement.”

The Non-profit Corporations Act, 2022 (Saskatchewan), s. 9-22(2) · Read it at Publications Saskatchewan · Verified 2026-11-08

“No person shall make or assist in making a report, return, notice or other document required by this Act or the regulations to be sent to the Registrar or to any other person that: (a) contains an untrue statement of a material fact; or (b) omits to state a material fact required in the document or necessary to make a statement contained in the document not misleading in the light of the circumstances in which it was made.”

The Non-profit Corporations Act, 2022 (Saskatchewan), s. 21-16(1) · Read it at Publications Saskatchewan · Verified 2026-11-08

“no provision in a contract, the articles, the bylaws or a resolution relieves a director or officer from the duty to act in accordance with this Act or the regulations or relieves the director or officer from liability for a breach of this Act or the regulations”

The Non-profit Corporations Act, 2022 (Saskatchewan), s. 9-22(3) · Read it at Publications Saskatchewan · Verified 2026-11-11

“Unless another Act expressly provides otherwise, no director or officer of a corporation is liable in a civil action for any loss suffered by any person.”

The Non-profit Corporations Act, 2022 (Saskatchewan), s. 9-26(2) · Read it at Publications Saskatchewan · Verified 2026-11-11

“The limitation of liability mentioned in subsection (2) applies only if the director or officer was acting in good faith at the time of the act or omission giving rise to the loss.”

The Non-profit Corporations Act, 2022 (Saskatchewan), s. 9-26(3) · Read it at Publications Saskatchewan · Verified 2026-11-11