273.248 Articles of incorporation -- Limitation of director liability.

174 words·~1 min read·/ky/chapter-273/273-248

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The articles of incorporation of a nonprofit corporation subject to the provisions of KRS 273.161 to 273.387 may set forth:

(1)A provision eliminating or limiting the personal liability of a director to the

corporation for monetary damages for breach of his duties as a director, provided

that such provision shall not eliminate or limit the liability of a director:

(a)For any transaction in which the director's personal financial interest is in

conflict with the financial interests of the corporation;

(b)For acts or omissions not in good faith or which involve intentional

misconduct or are known to the director to be a violation of law; or

(c)For any transaction from which the director derived an improper personal

benefit.

(2)No such provision shall eliminate or limit the liability of any director for any act or

omissions occurring prior to the date when such provision becomes effective. In no

case shall this subsection or any such provision be construed to expand the liability

of any director as determined pursuant to KRS 273.215.