308A.325 LIMITATION OF DIRECTOR'S LIABILITY. Subdivision 1. Articles may limit liability. 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 as provided in subdivision 2. Subd. 2. Restrictions on liability limitation. The articles may 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 or involve intentional misconduct or a knowing violation of law; (3) for a transaction from which the director derived an improper personal benefit; or (4) for an act or omission occurring before the date when the provision in the articles eliminating or limiting liability becomes effective. History: 1989 c 144 art 1 s 23
Minnesota Legal Code