2019 New York Laws
BSC - Business Corporation
Article 7 - Directors and Officers
720 - Action Against Directors and Officers for Misconduct.

§ 720. Action against directors and officers for misconduct.
  (a) An action may be brought against one or more directors or officers
of a corporation to procure a judgment for the following relief:
  (1) Subject  to  any  provision  of  the  certificate of incorporation
authorized pursuant to paragraph (b)  of  section  402,  to  compel  the
defendant to account for his official conduct in the following cases:
  (A) The  neglect  of, or failure to perform, or other violation of his
duties in the management and disposition of corporate  assets  committed
to his charge.
  (B) The  acquisition  by himself, transfer to others, loss or waste of
corporate assets due to any neglect of, or failure to perform, or  other
violation of his duties.
  (C)  In  the  case  of  directors or officers of a benefit corporation
organized under article seventeen of this chapter: (i)  the  failure  to
pursue  the  general  public benefit purpose of a benefit corporation or
any  specific  public  benefit  set  forth   in   its   certificate   of
incorporation;  (ii)  the failure by a benefit corporation to deliver or
post an annual report as required by section seventeen hundred eight  of
article  seventeen  of this chapter; or (iii) the neglect of, or failure
to perform, or other violation of his  or  her  duties  or  standard  of
conduct under article seventeen of this chapter.
  (2) To  set  aside  an  unlawful conveyance, assignment or transfer of
corporate assets, where the transferee knew of its unlawfulness.
  (3) To enjoin a proposed unlawful conveyance, assignment  or  transfer
of  corporate assets, where there is sufficient evidence that it will be
made.
  (b) An action may be brought for the relief provided in this  section,
and  in  paragraph (a) of section 719 (Liability of directors in certain
cases) by a corporation, or a receiver, trustee in bankruptcy,  officer,
director   or   judgment   creditor   thereof,  or,  under  section  626
(Shareholders' derivative action brought in the right of the corporation
to procure a judgment in its favor),  by  a  shareholder,  voting  trust
certificate  holder,  or  the  owner  of a beneficial interest in shares
thereof.
  (c) This section shall not affect any liability otherwise  imposed  by
law upon any director or officer.