§ 7-106-203 — Liability of shareholders

(1) A purchaser from a corporation of
shares issued by the corporation is not liable to the corporation or its creditors with
respect to the shares except to pay the consideration for which the shares were
authorized to be issued under section 7-106-202 or stated in a subscription
agreement under section 7-106-201.

(2) Unless otherwise provided in the articles of incorporation, a shareholder
or a subscriber for shares of a corporation is not personally liable for the acts or
debts of the corporation; except that such person may become personally liable by
reason of the person's own acts or conduct.

(3) Any person becoming an assignee or transferee of shares or of a
subscription for shares in good faith and without knowledge or notice that the full
consideration therefor has not been paid shall not be personally liable to the
corporation or its creditors for any unpaid portion of such consideration.

Legislative History

Source: L. 93: Entire article added, p. 757, � 1, effective July 1, 1994. L. 2003: (1) amended, p. 2317, � 230, effective July 1, 2004.