513 - Personal liability of directors. - Pennsylvania Statutes

§ 513. Personal liability of directors. (a) General rule.--If a bylaw adopted by the shareholders entitled to vote or members entitled to vote of a domestic corporation so provides, a director shall not be personally liable, as such, for monetary damages for any action taken unless: (1) the director has breached or failed to perform the duties of his office under this subchapter; and (2) the breach or failure to perform constitutes self- dealing, willful misconduct or recklessness. (b) Exceptions.--Subsection (a) shall not apply to: (1) the responsibility or liability of a director pursuant to any criminal statute; or (2) the liability of a director for the payment of taxes pursuant to Federal, State or local law. (c) Cross reference.--See 42 Pa.C.S. § 8332.5 (relating to corporate representatives). Cross References. Section 513 is referred to in section 712 of Title 17 (Credit Unions).