§ 10-33-56 — Standard of conduct for officers

1. An officer shall discharge the duties of an office in good faith, in a manner the officer
reasonably believes to be in the best interests of the corporation, and with the care an
ordinarily prudent person in a like position would exercise under similar circumstances.
An individual exercising the principal functions of an office or to whom some or all of
the duties and powers of an office are delegated pursuant to section 10-33-55 is
deemed an officer for purposes of this section and sections 10-33-81 and 10-33-84.
2. An officer is not considered to be a trustee with respect to the corporation or with
respect to property held or administered by the corporation, including without limit,
property that may be subject to restrictions imposed by the donor or transferor of the
property.