Officers and directors of certain corporations and associations not for profit; immunity from civil liability

Common Elements summary — Section 617.0834 grants uncompensated officers and directors of qualifying Florida nonprofit corporations — including most HOAs and COAs — immunity from civil liability for any act or omission performed in their official capacity, provided the act or omission was not in bad faith, was not malicious, and was not in reckless disregard for the rights or property of others. This is one of the most important sections in the chapter for volunteer board members. Combined with the business-judgment rule under 617.0830, it means that a board member who serves without compensation and acts in good faith is almost never personally liable for a board decision. The corporation (and its D&O policy) carries the exposure. Caveats: the immunity does not extend to compensated directors (treat any honorarium carefully), does not protect against criminal acts or willful misconduct, and does not bar suits against the corporation itself. Boards should still buy a real D&O policy, but 617.0834 is why your volunteer treasurer is not going to lose her house over a budget vote.

Not legal advice. Click through to the official source for statutory text.