They would not normally be personally liable for the company's debts unless they have acted outside their powers or have acted fraudulently.

Shareholders claim that the board's breach of fiduciary duties resulted in an undervaluation of shares for which the individual board members may be personally liable.

Nor will they be personally liable for any deficit.

Several state nonprofit corporation laws specify that board members are personally liable for approving a transaction that violates a board member's fiduciary duty of loyalty.

Of course, members can be personally liable for their own acts.