193.465 Limitation of director’s liability in articles or bylaws.
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/wi/chapter-193/193-465A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
193.465 Limitation of director’s liability in articles or bylaws. The articles or bylaws may eliminate or limit a director’s personal liability to the cooperative or its members for monetary damages for violating s. 193.455
(a), except that neither the articles nor the bylaws may eliminate or limit the liability of a director for any of the following:
(1)A breach of the director’s duty of loyalty to the cooperative or its members.
(2)An act or omission not in good faith or that involves intentional misconduct or a knowing violation of law.
(3)A transaction from which the director derived an improper personal benefit.
(4)An act or omission occurring before the date on which the provision in the articles or bylaws eliminating or limiting liability becomes effective.
(5)A knowing violation of ch. 408 , subject to s. 193.605 , or illegal distributions of cooperative assets.