Understanding fiduciary duties of officers and directors

November 04, 2011
Santa Paula News

Many non-profit board members or directors agree to serve on a board as a way to give back to the community or help out with a family business.

What many directors and   business owners do not realize is that they owe fiduciary duties to others and must exercise a certain level of care. Any officer, manager or director is deemed a fiduciary. This applies even if the parties are family members or close friends. A fiduciary must act in the best interests of the business or organization. In other words, directors, officers, and majority owners need to act reasonably and prudently, and in good faith and in the best interests of the company or organization (no self-dealing, for example).

Melissa Sayer, senior counsel at Arnold Bleuel LaRochelle Mathews and Zirbel LLP in Oxnard will explain fiduciary responsibilities in the seminar, “Think Twice Before You Act: Understanding Fiduciary Duties for Directors and Officers of Profit and Nonprofit Entities.” The free seminar will be 8 - 9 a.m., Nov. 17 at the Santa Paula Chamber of Commerce, 200 N. Tenth Street, Santa Paula.

“In recent years, there has been a drastic increase in fiduciary duty claims against business owners and even some non-profits,” Sayer said. “The seminar will explain why it’s so important for officers, directors and owners to be aware of their responsibilities. There are definite risks of noncompliance.”

Attendees will learn about ways to protect themselves and the risks for failure to comply and that these duties may extend to others such as creditors. There will also be a question and answer period.

There is no cost to attend. Light refreshments will be served. Reservations are recommended. To RSVP, contact Barbara Kroon with the Santa Paula Chamber of Commerce at (805) 525-5561 or (805) 689-2229.

Sayer advises corporate clients and individuals in general business issues and securities matters, from helping start ups to advising established businesses with late-stage financing. She also assists clients in navigating issues related to agriculture, oil and gas, and water. Sayer speaks and writes frequently on corporate law and general business issues for legal and general-interest publications. She was admitted to the bar in 1994, after graduating first in her class from Santa Clara University School of Law.

Established in 1990, Arnold Bleuel LaRochelle Mathews & Zirbel LLP (A to Z Law) is one of Ventura County’s most distinguished law firms, noted for its expertise and reputation. The firm’s eight practice groups provide individuals, businesses and government agencies with superior counsel in a wide range of matters, including real estate and business transactions, estate planning and administration, elder law, water and land use law, and business, real estate and personal injury litigation. The firm’s highly respected attorneys represent clients in trial courts and administrative hearings throughout Southern California. For more information, visit www.atozlaw.com.  

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