The duty of care of directors and executives of corporations in Chile and their enforcement

Abstract

What are the duties of care to which directors are subject and how can they be enforced under Chilean law, particularly after the new Economic Crimes law? This paper justifies that the business judgment rule is part of Chilean law, but that it is outside the scope of the main duty of care of directors and officers of Chilean corporations, which is the duty to be vigilant. It also shows how the area of enforcement best adapted to the sanction of breach of duty of care is that of administrative liability. Criminal liability, on the other hand, is restricted to cases in which the breach of duty of care is confused with the breach of fiduciary duties.