A member of the Boards of Directors have a fiduciary duty of loyalty, care, and good faith.

Scenario:

If the director is presented with a business opportunity that he/she wants to follow-up on, and he/she believes the corporation may be interested in.

1) How would this director proceed with this challenge?

2) What would be his/her best course of action?

3) What would be the potential liability if he/she acts on this business opportunity?