Sec. 10. (a) Subject to section 5 of this chapter, a director who votes for or assents to a distribution made in violation of this article or the articles of incorporation is personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating this article or the articles of incorporation.
(b) A director held liable for an unlawful distribution under subsection (a) is entitled to contribution:
(1) from every other director who voted for or assented to the distribution, subject to section 5 of this chapter; and
(2) from each shareholder for the amount the shareholder accepted.
As added by P.L.14-1992, SEC.163.
Structure Indiana Code
Title 28. Financial Institutions
Article 13. Corporate Governance
Chapter 11. Standards of Conduct for Directors
28-13-11-1. Discharge of Duties; Good Faith; Ordinary Prudence; Best Interests of Corporation
28-13-11-2. Right to Rely on Data and Other Information; Financial Statements and Data
28-13-11-3. Bad Faith; Knowledge Making Reliance on Information Unwarranted
28-13-11-4. Best Interests of Corporation; Factors Considered
28-13-11-5. Exemption From Personal Liability; Inapplicability in Departmental Proceedings
28-13-11-6. Legislative Intent; Business Judgment and Discretion of Directors; Corporate Takeovers
28-13-11-8. Disinterested Persons; Director or Shareholder of Corporation
28-13-11-10. Unlawful Distribution; Liability of Director; Right to Contribution