2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 5 - Corporations
513 - Personal liability of directors.

     § 513.  Personal liability of directors.
        (a)  General rule.--If a bylaw adopted by the shareholders
     entitled to vote or members entitled to vote of a domestic
     corporation so provides, a director shall not be personally
     liable, as such, for monetary damages for any action taken
     unless:
            (1)  the director has breached or failed to perform the
        duties of his office under this subchapter; and
            (2)  the breach or failure to perform constitutes self-
        dealing, willful misconduct or recklessness.
        (b)  Exceptions.--Subsection (a) shall not apply to:
            (1)  the responsibility or liability of a director
        pursuant to any criminal statute; or
            (2)  the liability of a director for the payment of taxes
        pursuant to Federal, State or local law.
        (c)  Cross reference.--See 42 Pa.C.S. § 8332.5 (relating to
     corporate representatives).

        Cross References.  Section 513 is referred to in section 712
     of Title 17 (Credit Unions).

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