351.1078. Personal liability of directors, limitations.
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/mo/chapter-351/351-1078A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
351.1078. Personal liability of directors, limitations. — 1. 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 or bylaws except as provided in subsection 2 of this section.
2. The articles or bylaws shall 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 and involve intentional misconduct by the director;
(3)For illegal distributions;
(4)For a transaction from which the director derived an improper personal benefit; or
(5)For an act or omission occurring before the date when the provision in the articles or bylaws eliminating or limiting liability becomes effective.
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(L. 2011 S.B. 366)