This course provides guidance to directors of non-profit societies in the province of British Columbia in regards to their legal duties and liabilities. Legal Duties and Liabilities begins with an overview of the role of the non-profit sector in Canada and then proceeds to canvass the primary legal duties that a Director must be aware of when sitting on a board. Recent judicial decisions and case studies are also utilized in order to illustrate the real-world consequences and impact of the daily decisions of Directors.

This chapter provides an overview of the role of the non-profit sector in Canada and the unique position that directors of a non-profit society hold within the sector. This chapter will also provide a brief introduction to the sources of the legal duties and liabilities of board members.

This chapter sets out an overview of the important concept of fiduciary duties. The module will describe how fiduciary duties relate to the role of a director and will provide guidance on how directors can comply with their obligations in regards to conflicts of interest and confidentiality.

This chapter discusses the duty of diligence, care and skill. This module will define the parameters of the duty and will clarify whether directors are held to an objective or subjective standard of care, diligence and skill. This chapter also examines the information and materials that a director can safely rely on while upholding their responsibilities.

This chapter explains one of the primary duties of a director known as the duty to manage. The module will examine the source of this duty as well as discuss what responsibilities a director may delegate and what they may not. Lastly, this chapter will set out the responsibilities that directors owe to a society arising from the duty to manage.

This chapter explores a number of practical steps that a Director can take to manage their liability. This chapter discusses the responsibilities of Board members from both an individual and a collective level. The topics of indemnity and insurance will also be briefly reviewed.

This chapter canvasses a number of emerging topics of note for directors of a non-profit society in British Columbia. The role of the Civil Resolution Tribunal in regards to a non-profit society, the role of the oppression remedy and the dangers of wrongful dismissal will be discussed.