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Mo. Rev. Stat. § 351.1078

Personal liability of directors, limitations

Known as the Missouri Cooperative Associations Act

The act spans §§ 351–351 (291 sections).

Effective: 28 Aug 2011; (L. 2011 S.B. 366)

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.

Official source: Missouri Revisor of Statutes. Reproduced from public-domain Missouri statutes; confirm against the official source for the current text. Not legal advice.