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September 9, 2026

Are Volunteer Nonprofit Directors Personally Liable?

By Binder University

Volunteer directors are not liable for every corporate debt, but statutes, personal torts, tax remittances and some wage claims can create exposure.

Yes, a volunteer nonprofit director can be personally liable in Canada, but not simply because the organization owes money or loses a lawsuit. A corporation is normally a separate legal person. Director liability arises through specific statutory provisions, the director's own tortious conduct, breach of duty, unauthorized acts, or other recognized legal grounds. Being unpaid does not create a general immunity, but neither does board service make a director personally responsible for every obligation of the nonprofit. If a nonprofit corporation signs a lease, hires an employee or buys services, the corporation is generally the contracting party. A director does not ordinarily become personally liable merely because the corporation later cannot pay.

Opening this article…

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