Section 308A.325 Limitation of Director's Liability
308A.325 LIMITATION OF DIRECTOR'S LIABILITY.
Subdivision 1.Articles may limit liability.
A director's personal liability to the cooperative or members for monetary damages for breach of fiduciary duty as a director may be eliminated or limited in the articles as provided in subdivision 2.
Subd. 2.Restrictions on liability limitation.
The articles may not eliminate or limit the liability of a director:
(1) for a breach of the director's duty of loyalty to the cooperative or its members;
(2) for acts or omissions that are not in good faith or involve intentional misconduct or a knowing violation of law;
(3) for a transaction from which the director derived an improper personal benefit; or
(4) for an act or omission occurring before the date when the provision in the articles eliminating or limiting liability becomes effective.
History:
1989 c 144 art 1 s 23