ARTICLE 3. Standards of Conduct

Article 3 added by Stats. 1978, Ch. 567.

§§ 5230–5239 · 10 sections

• § 5230 (a) Any duties and liabilities set forth in this article shall apply without regard to whether a director is compensated by the corporation. (b) Part 4…
• § 5231 (a) A director shall perform the duties of a director, including duties as a member of any committee of the board upon which the director may serve, in good…
• § 5232 (a) Section 5231 governs the duties of directors as to any acts or omissions in connection with the election, selection, or nomination of directors. (b) This…
• § 5233 (a) Except as provided in subdivision (b), for the purpose of this section, a self-dealing transaction means a transaction to which the corporation is a party…
• § 5234 (a) No contract or other transaction between a corporation and any domestic or foreign corporation, firm or association of which one or more of its directors…
• § 5235 (a) The board may fix the compensation of a director, as director or officer, and no obligation, otherwise valid, to pay such compensation shall be voidable…
• § 5236 (a) A corporation shall not make any loan of money or property to or guarantee the obligation of any director or officer, unless approved by the Attorney…
• § 5237 (a) Subject to the provisions of Section 5231, directors of a corporation who approve any of the following corporate actions shall be jointly and severally…
• § 5238 (a) For the purposes of this section, “agent” means any person who is or was a director, officer, employee or other agent of the corporation, or is or was…
• § 5239 (a) There shall be no personal liability to a third party for monetary damages on the part of a volunteer director or volunteer executive officer of a…