[§414-223]  Liability for unlawfuldistributions.  (a)  A director who votes for or assents to a distributionmade in violation of section 414-111 or the articles of incorporation ispersonally liable to the corporation for the amount of the distribution thatexceeds what could have been distributed without violating section 414-111 orthe articles of incorporation, if it is established that the director did notperform the director's duties in compliance with section 414-221.  In anyproceeding commenced under this section, a director has all of the defensesordinarily available to a director.

(b)  A director held liable under subsection(a) for an unlawful distribution is entitled to contribution:

(1)  From every other director who could be heldliable under subsection (a) for the unlawful distribution; and

(2)  From each shareholder for the amount theshareholder accepted knowing the distribution was made in violation of section414-111 or the articles of incorporation.

(c)  A proceeding under this section is barredunless it is commenced within two years after the date on which the effect ofthe distribution was measured under section 414-111(e) or (g).

(d)  Nothing in this chapter shall prohibit thedistribution of assets to shareholders permitted or authorized by the FederalHousing Commissioner by any corporation organized for the purpose of providinghousing for rent pursuant to regulations of the Federal Housing Commissionerunder the provisions of Title VIII of the National Housing Act, as amended,where the principal assets of the corporation consist of real propertybelonging to the United States and leased to the corporation pursuant to TitleVIII of the National Housing Act as amended or supplemented from time to time.[L 2000, c 244, pt of §1]