s 45 Liability of members of the Board
(1) In the conduct of the affairs of a co-operative society, the members of the Board of such co-operative society shall exercise the prudence and diligence of ordinary men of business and shall be jointly and severally liable for any loss sustained through failure to exercise such prudence and diligence or through any act which is contrary to the provisions of this Act, the regulations, orders or the by-laws of such co-operative society or the direction of its general meeting. (2) Notwithstanding subsection (1), no action, suit, prosecution or other proceedings shall be brought or instituted personally against any member of the Board or officer of a co-operative society in respect of any act done or statement made bona fide in pursuance or execution or intended execution of this Act, the regulations, orders or the by-laws of such co-operative society. (3) If the Board of a co-operative society has appointed a person as a chief executive officer to administer and manage the affairs of such co-operative society, such appointment shall not absolve the members of the Board from their liability and responsibility for the proper direction and conduct of the affairs of such co-operative society. (4) Any member of the Board of a co-operative society who fails to comply with subsection (1) commits an offence and shall, on conviction, be liable to a fine not exceeding two hundred thousand ringgit.