{"data":{"id":"us-vt/11c-v.s.a.-818","jurisdiction":"us-vt","citation":"11C V.S.A. § 818","heading":"Standards of conduct and liability","body":"(a) A director shall discharge his or her duties as a director, including the director’s duties as a member of a committee:\n(1) in good faith;\n(2) with the care that an ordinarily prudent person in a like position would exercise under similar circumstances; and\n(3) in a manner the director reasonably believes to be in the best interests of the enterprise.\n(b) In discharging his or her duties, a director is entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, if prepared or presented by:\n(1) one or more officers or employees of the enterprise whom the director reasonably believes to be reliable and competent in the matters presented;\n(2) legal counsel, public accountants, or other persons as to matters the director reasonably believes are within the person’s professional or expert competence; or\n(3) a committee of the board of directors of which the director is not a member if the director reasonably believes the committee merits confidence.\n(c) A director is not acting in good faith if he or she has knowledge concerning the matter in question that makes reliance permitted by subsection (b) of this section unwarranted.\n(d) A director is not liable for any action taken as a director or any failure to take any action if the director performed the duties of his or her office in compliance with this section.","path":["Title 11C: Mutual Benefit Enterprises","Chapter 008: Directors and Officers"],"source_url":"https://legislature.vermont.gov/statutes/section/11C/008/00818","current_through":"2025 session","vintage":"","retrieved_at":"2026-09-05T16:24:27Z","sha256":"035922129877c7029d067864007fb373b7ead5c39c11ddacf618e896d988be08","source_id":"us-vt","stale":false,"prev":"us-vt/11c-v.s.a.-817","next":"us-vt/11c-v.s.a.-819"},"notice":"GroundRules: Original legal text. Not legal advice."}