Illegal Activities Of course, if an officer does something illegal or grossly negligent, he can be held personally liable, even if his actions are done under the umbrella of the corporation. Officers who are complicit in misleading the public, lie to the government, bilk investors out of their money, steal corporate resources, embezzle, sexually harass others or do anything else that is illegal may personally face criminal or civil penalties and jail time.
Fiduciary Duties Officers of the board of directors have a legal duty to act in the best interest of shareholders and maximize profits. While an officer of the board enjoys limited liability for actions taken on behalf of the corporation, if he breaches his fiduciary duties and engages in self-dealing or otherwise puts his own interest or the interests of a related party over his duty to the corporation, the officer may be held personally liable.
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