Maryland Code, CORPORATIONS AND ASSOCIATIONS 2-312
Terms Used In Maryland Code, CORPORATIONS AND ASSOCIATIONS 2-312
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
(b) A director held liable under subsection (a) of this section for an unlawful distribution is entitled to contribution:
(1) From every other director who could be held liable under subsection (a) of this section for the unlawful distribution; and
(2) From each stockholder for the amount the stockholder accepted knowing the distribution was made in violation of the charter or § 2-311 of this subtitle.
(c) (1) A proceeding to enforce the liability of a director under subsection (a) of this section may not begin more than 3 years after the date on which the effect of the distribution was measured under § 2-311(c) or (e) of this subtitle.
(2) A proceeding to enforce contribution under subsection (b) of this section may not begin more than 1 year after the liability of the director claiming contribution has been finally adjudicated under subsection (a) of this section.
(d) The liabilities imposed by this section are in addition to any other liability imposed by law on the directors of a corporation.
