Montana Code 35-2-436. Liability for unlawful distributions
35-2-436. Liability for unlawful distributions. (1) Unless a director complies with the applicable standards of conduct described in 35-2-416, a director who votes for or assents to a distribution made in violation of this chapter is personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating this chapter.
Terms Used In Montana Code 35-2-436
- Distribution: means the payment of a dividend or any part of the income or profit of a corporation to its members, directors, or officers. See Montana Code 35-2-114
- Person: includes any individual or entity. See Montana Code 35-2-114
(2)A director held liable for an unlawful distribution under subsection (1) is entitled to contribution:
(a)from every other director who voted for or assented to the distribution and who did not comply with the applicable standards of conduct described in 35-2-416; and
(b)from each person who received an unlawful distribution for the amount of the distribution whether or not the person receiving the distribution knew it was made in violation of this chapter.