Care and diligence: civil obligations
207 Care and diligence: civil obligations
In this section —
business judgment means any decision to take or not take action in respect of a matter relevant to the business operations of the co‑operative.
A director or other officer of a co‑operative must exercise their powers and discharge their duties with the degree of care and diligence that a reasonable person would exercise if they —
were a director or officer of a co‑operative in the co‑operative’s circumstances; and
occupied the office held by, and had the same responsibilities within the co‑operative as, the director or officer.
Note for this subsection:
This is a civil penalty provision (see section 482A).
A director or other officer of a co‑operative who makes a business judgment is taken to meet the requirements of subsection (2), and their equivalent duties at common law and in equity in respect of the judgment, if they —
make the judgment in good faith for a proper purpose (taking into account the co‑operative principles where relevant and other relevant matters); and
do not have a material personal interest in the subject matter of the judgment; and
inform themselves about the subject matter of the judgment to the extent they reasonably believe to be appropriate; and
rationally believe that the judgment is in the best interests of the co‑operative.
The director’s or officer’s belief that the judgment is in the best interests of the co‑operative is a rational one unless the belief is one that no reasonable person in their position would hold.
[Section 207 inserted: No. 7 of 2016 s. 63.]
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