{"data":{"id":"us-ut/utah-code-3-1-13.3","jurisdiction":"us-ut","citation":"Utah Code § 3-1-13.3","heading":"General standards of conduct for directors and officers.","body":"(1) A director shall perform his duties as a director, and as a member of a committee, and each officer with discretionary authority shall perform his duties under that authority:\n(a) in good faith;\n(b) with the care an ordinarily prudent person in a similar position would exercise under similar circumstances; and\n(c) in a manner the director or officer reasonably believes to be in the best interests of the association.\n(2) In performing his duties, a director or officer may rely on information, opinions, reports, or statements, including financial statements and other financial data, if prepared or presented by:\n(a) one or more officers or employees of the association whom the director or officer reasonably believes to be reliable and competent in the matters presented;\n(b) legal counsel, public accountants, or other persons as to matters the director or officer reasonably believes are within the person's professional or expert competence; or\n(c) in the case of a director, a committee of the board of directors of which he is not a member, if the director reasonably believes the committee merits confidence.\n(3) A director or officer is not acting in good faith if he has knowledge that makes reliance otherwise permitted by Subsection (2) unwarranted.\n(4) A director or officer is not liable to the association, its members, or any conservator or receiver, or any assignee or successor-in-interest thereof, for any action taken, or any failure to take any action, as an officer or director unless:\n(a) the director or officer has breached or failed to perform the duties of the office in compliance with this section; and\n(b) the breach or failure to perform constitutes gross negligence, willful misconduct, or intentional infliction of harm on the association or the members.","path":["Title 3 Uniform Agricultural Cooperative Association Act","Chapter 3-1 General Provisions Relating to Agricultural Cooperative Associations"],"source_url":"https://le.utah.gov/xcode/Title3/Chapter1/3-1-S13.3.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-09-03T11:34:33Z","sha256":"22476ddefe5cde7c27371e10abc01b149ff6464eb5293cff4476fa5b532dbec5","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-3-1-13.2","next":"us-ut/utah-code-3-1-13.4"},"notice":"GroundRules: Original legal text. Not legal advice."}