7-7-3.1 - Limitation of personal liability of directors. - Utah Statutes

7-7-3.1. Limitation of personal liability of directors.
(1) Without limiting the generality of Section 7-7-3.2, the articles of incorporation mayinclude a provision eliminating or limiting the personal liability of a director to the association, itsstockholders, members, or depositors for monetary damages for any action taken or any failure totake any action as a director, except liability for:
(a) the amount of a financial benefit received by a director to which the director is notentitled;
(b) infliction of harm on the association, its stockholders, members, or depositors; or
(c) an intentional violation of criminal law.
(2) No provision authorized under this section may eliminate or limit the liability of adirector for any act or omission occurring prior to the date when the provision becomes effective.
(3) Any provision authorized under this section to be included in the articles ofincorporation may also be adopted in the bylaws or by resolution, but only if the provision isapproved by the same percentage of shareholders as would be required to approve it as anamendment to the articles of incorporation.
(4) Any federal association or out-of-state association may adopt any provisionauthorized under this section.

Amended by Chapter 49, 1995 General Session