District Of Columbia § 29-306.32 - Directors’ liability for unlawful distributions.

Full text of District Of Columbia D.C. Code § 29-306.32 — Directors’ liability for unlawful distributions., with citation guidance and answers to common questions.

§ 29-306.32. Directors’ liability for unlawful distributions.

29-306.32
(a)

A director who votes for or assents to a distribution in excess of what may be authorized and made pursuant to or shall be personally liable to the corporation for the amount of the distribution that exceeds what could have been distributed without violating or if the party asserting liability establishes that when taking the action the director did not comply with .

(b)

A director held liable under subsection (a) of this section for an unlawful distribution shall be entitled to:

(1)

Contribution from every other director who could be held liable under subsection (a) of this section for the unlawful distribution; and

(2)

Recoupment from each shareholder of the pro-rata portion of the amount of the unlawful distribution the shareholder accepted, knowing the distribution was made in violation of or .

(c)

A proceeding to enforce:

(1)

The liability of a director under subsection (a) of this section shall be barred unless it is commenced within 2 years after the date:

(A)

On which the effect of the distribution was measured under or (g);

(B)

As of which the violation of occurred as the consequence of disregard of a restriction in the articles of incorporation; or

(C)

On which the distribution of assets to shareholders under was made; or

(2)

Contribution or recoupment under subsection (b) of this section shall be barred unless it is commenced within one year after the liability of the claimant has been finally adjudicated under subsection (a) of this section.

Annotations

Source: official District Of Columbia text · Last verified 2026-08-27

Frequently Asked Questions About District Of Columbia § 29-306.32

What does D.C. Code § 29-306.32 cover?

Section 29-306.32 ("Directors’ liability for unlawful distributions.") is part of the D.C. Code, the codified statutory law of District Of Columbia. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite District Of Columbia § 29-306.32?

A common citation format is "D.C. Code § 29-306.32" (District Of Columbia). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of District Of Columbia law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the District Of Columbia official source linked on this page or consult a licensed District Of Columbia attorney.

How does District Of Columbia § 29-306.32 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in District Of Columbia can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in District Of Columbia.