271B.8-330 Liability for unlawful distributions.
(1)
(2)
(3)
A director who votes for or who assents to a distribution made in violation of KRS
271B.6-400 or the articles of incorporation shall be personally liable to the
corporation for the amount of the distribution that exceeds what could have been
distributed without violating KRS 271B.6-400 or the articles of incorporation if it is
established that he did not perform his duties in compliance with KRS 271B.8-300.
In any proceeding commenced under this section, a director shall have all of the
defenses ordinarily available to a director.
A director held liable under subsection (1) of this section for an unlawful
distribution shall be entitled to contribution:
(a) From every other director who could be held liable under subsection (1) of
this section for the unlawful distribution; and
(b) From each shareholder for the amount the shareholder accepted knowing the
distribution was made in violation of KRS 271B.6-400 or the articles of
incorporation.
A proceeding under this section shall be barred unless it is commenced within two
(2) years after the date on which the effect of the distribution was measured under
subsection (5) or (7) of KRS 271B.6-400.
Effective: January 1, 1989
History: Created 1988 Ky. Acts ch. 23, sec. 88, effective January 1, 1989.
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