North Carolina § 55A-8-60 - Immunity.

§ 55A-8-60. Immunity.

In addition to the immunity that is authorized in G.S. 55A-2-02(b)(4), a person serving as a director or officer of a nonprofit corporation shall be immune individually from civil liability for monetary damages, except to the extent covered by insurance, for any act or failure to act arising out of this service, except where the person: Is compensated for his services beyond reimbursement for expenses; Was not acting within the scope of his official duties; Was not acting in good faith; Committed gross negligence or willful or wanton misconduct that resulted in the damage or injury; Derived an improper personal financial benefit from the transaction; Incurred the liability from the operation of a motor vehicle; or Is a defendant in an action brought under G.S. 55A-8-33. The immunity in subsection (a) of this section is personal to the directors and officers, and does not immunize the corporation against liability for the acts or omissions of the directors or officers. Without diminishing the applicability of any other provisions of this Chapter, "nonprofit corporation" as referred to in this section shall include any credit union chartered under the laws of this State, the laws of any other state, or under the laws of the United States. The immunity in this subsection may be limited or eliminated by a provision in the articles of incorporation, but only with respect to acts or omissions occurring on or after the effective date of such provision. History (1987, c. 799, s. 3; 1989, c. 472; 1993, c. 398, s. 1.) NORTH CAROLINA COMMENTARY This section brings forward former G.S. 55A-28.1, except that immunity otherwise available under this section is now also available in a derivative action brought under G.S. 55A-7-40. The articles of incorporation may provide additional immunity to any director, subject to the limitations contained in G.S. 55A-2-02(b)(4). Immunity may also be available under G.S. 1-539.10. Cross References. - As to immunity from civil liability for volunteers, see G.S. 1-539.10. Legal Periodicals. - For article, "Duties of Nonprofit Corporate Directors - Emphasizing Oversight Responsibilities," see 90 N.C. L. Rev. 1845 (2012).