What are the legal duties of the directors and managers/officers to the owners of the corporation?

The correct answer encompasses both the duty of care and diligence and the fiduciary duty, which are fundamental responsibilities that directors and managers/officers owe to the owners of a corporation.

The duty of care and diligence requires that directors and officers act with the care that a reasonably prudent person would take in similar circumstances. This means they must be well-informed and make decisions based on adequate information, ensuring that their actions are in the best interests of the corporation and its shareholders.

The fiduciary duty, on the other hand, mandates that directors and officers must act in good faith and in the best interests of the corporation and its shareholders. This involves loyalty, avoiding conflicts of interest, and prioritizing the welfare of the corporation above their personal interests.

By fulfilling both these duties, directors and managers demonstrate their commitment to the ethical and responsible governance of the corporation, ultimately protecting the interests of its owners. This dual approach is essential for maintaining trust and accountability within the corporate structure.