180.0833

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180.0833 Liability for unlawful distributions.

180.0833(2)

(2) A director who is liable under sub. (1) for an unlawful distribution is entitled to contribution from all of the following persons:

180.0833(2)(a)

(a) Every other director who could be held liable under sub. (1) for the unlawful distribution.

180.0833(1)

(1) Except as provided in sub. (3), a director who votes for or assents to a distribution made in violation of § 180.0640 or the articles of incorporation is personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating § 180.0640 or the articles of incorporation, if it is established that the director’s vote or assent constitutes conduct described by § 180.0828 (1)(a), (b), (c) or (d). In any proceeding brought under this section, a director has all of the defenses ordinarily available to a director.

180.0833(2)(b)

(b) Each shareholder for the amount that the shareholder accepted knowing that the distribution was made in violation of § 180.0640 or the articles of incorporation.

180.0833(3)

(3) A proceeding under this section is barred unless it is brought within 2 years after the date on which the effect of the distribution was measured under § 180.0640 (5).