Corporations 

Nevada Revised Statutes > Title 7 > Chapter 78 > Stock And Other Securities; Distributions > § 78.3. Liability of directors for unlawful distributions

      1.  The directors of a corporation shall not make distributions to stockholders except as provided by this chapter.

      2.  Except as otherwise provided in subsection 3 and NRS 78.138, in case of any violation of the provisions of this section, the directors under whose administration the violation occurred are jointly and severally liable, at any time within 3 years after each violation, to the corporation, and, in the event of its dissolution or insolvency, to its creditors at the time of the violation, or any of them, to the lesser of the full amount of the distribution made or of any loss sustained by the corporation by reason of the distribution to stockholders.

      3.  The liability imposed pursuant to subsection 2 does not apply to a director who caused his or her dissent to be entered upon the minutes of the meeting of the directors at the time the action was taken or who was not present at the meeting and caused his or her dissent to be entered on learning of the action.

Previous section	Subchapter Table of Contents	Next section

________________________________________________________________________

Questions & Answers: Corporations

A corporation was dissolved by the state due to 17 years of unpaid annual report fees. The sole owner of the corporation has died. He has left the dissolved corporation's buildin...

Shari, Please clarify what you mean when you say the owner "left" the corporation's building to his children. Even though the corporation was dissolved it still continues to exist...

The building and the shares were given to the children the will. There are 17 years of back annual renewal fees that are delinquent and unpaid by the corporation. The will also s...

Shari, Strictly speaking, I don't see how the will could leave the building to the children. If I understand correctly, the father did not personally own the building in his own na...

There are 6 shareholders that are all related. Four of the shareholders are involved in the creation of the new LLC without the other 2 shareholders. No transfers of shares have...

If the president of a board says something to a child (member) in her vehicle on personal time. Then that child repeats it to another child (member) during company time is the boa...

Nevada Laws: Corporations

U.S. Code Provisions: Corporations

U.S. Code > Title 15 > Chapter 98 - Public Company Accounting Reform And Corporate Responsibility

Related Articles: Corporations

Corporations

Shareholder Agreements

Comments (0)