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https://www.researchgate.net/publication/254890003_Liability_of_Corporate_Officers_and_Directors_to_Third_Parties
This paper argues that a thoughtful approach to the law of directors’ and officers’ third party liability should take careful account of the various ways in which the proximity between such...
https://www.wolfbaldwin.com/articles/small-business-articles/liability-of-officers-and-directors/
Specifically, corporate by-laws often are written to indemnify officers and directors for negligent conduct which falls short of actual malfeasance, so that the corporation itself will pay for the legal defense of an accused officer or director if he or she is ultimately found innocent of, or not liable on, the “charges.”
https://www.researchgate.net/publication/347705814_Directors'_and_Officers'_Liability_to_Third_Parties
Oct 2007. R. Merkin. Beginning with the contract and insurance policies, it goes on to consider the parties involved, before examining individually marine, life, accident, liability and motor ...
https://www.investopedia.com/terms/d/directors-and-officers-liability-insurance.asp
Directors and officers (D&O) liability insurance is insurance coverage intended to protect individuals from personal losses if they are sued …
https://www.canlii.org/en/commentary/doc/2017CanLIIDocs86
one important line of authority, scotiamcleod inc. v. peoples jewellers ltd. from the ontario court of appeal, states that directors will rarely be liable absent “fraud, deceit, dishonesty or want of authority.” 1 that is, scotiamcleod offers directors and officers a broad shield of protection, * shannon o’byrne, professor, faculty of law, …
https://www.findlaw.com/smallbusiness/liability-and-insurance/officer-and-director-liability-piercing-the-corporate-veil.html
The corporate veil separates the assets and liabilities of the corporation from the assets and liabilities of any officers, directors, shareholders, and employees of the corporation. Under normal circumstances, the shareholders and employees of the corporation will not be liable for the debts or obligations of the corporation itself.
https://albertalawreview.com/index.php/ALR/article/view/781
Abstract The law regarding the tortious liability of corporate directors and officers to third parties remains conflicted. One line of authority, adopted in Alberta, provides that liability is rare in the context of torts committed in a corporate capacity, and it largely closes the door on liability for ordinary negligence.
https://ralli.co.uk/directors-duties-and-personal-liability-to-third-parties/
To act within powers. To promote the success of the company. To exercise independent judgment. To exercise reasonable care, skill and diligence. To avoid conflicts of interest. Not to accept benefits from third parties. To declare an interest in a proposed transaction or arrangement. In addition most directors have some knowledge of the many ...
https://academic.oup.com/tandt/article-abstract/19/5/388/1672379
The foregoing discussion in Parts 1–4 illustrates how the Courts have grappled with the notion of a company’s separate personality. They have imposed personal liability on a director to a third party in cases of deliberate conduct, but been much more reticent when the basis of liability requires the finding of a duty (of care or fiduciary ...
https://www.yokasmith.com/newsroom-articles-15
As to third persons dealing with a corporation, the directors are merely agents of the corporation, their liability being the same, and if they assist or participate knowingly or recklessly without knowledge, in obtaining property by fraud or deceit, they are liable to an injured person who relies on their representations.
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