Delaware Code (Titles 8, 9, 25, 30)
8 Del. C. § 172
Liability of directors and committee members as to dividends or stock redemption
A member of the board of directors, or a member of any committee designated by the board of directors, shall be fully protected in relying in good faith upon the records of the corporation and upon such information, opinions, reports or statements presented to the corporation by any of its officers or employees, or committees of the board of directors, or by any other person as to matters the director reasonably believes are within such other person’s professional or expert competence and who has been selected with reasonable care by or on behalf of the corporation, as to the value and amount of the assets, liabilities and/or net profits of the corporation or any other facts pertinent to the existence and amount of surplus or other funds from which dividends might properly be declared and paid, or with which the corporation’s stock might properly be purchased or redeemed.
Amendment history
56 Del. Laws, c. 50; 56 Del. Laws, c. 186, § 10; 66 Del. Laws, c. 136, § 5
Source: view the official text
In this title (40 sections)
- 8-152 · Issuance of stock; lawful consideration; fully paid stock
- 8-153 · Consideration for stock
- 8-154 · Determination of amount of capital; capital, surplus and net…
- 8-155 · Fractions of shares
- 8-156 · Partly paid shares
- 8-157 · Rights and options respecting stock
- 8-158 · Stock certificates; uncertificated shares
- 8-159 · Shares of stock; personal property, transfer and taxation
- 8-160 · Corporation’s powers respecting ownership, voting, etc., of its…
- 8-161 · Issuance of additional stock; when and by whom
- 8-162 · Liability of stockholder or subscriber for stock not paid in…
- 8-163 · Payment for stock not paid in full
- 8-164 · Failure to pay for stock; remedies
- 8-165 · Revocability of preincorporation subscriptions
- 8-166 · Formalities required of stock subscriptions
- 8-167 · Lost, stolen or destroyed stock certificates; issuance of new…
- 8-168 · Judicial proceedings to compel issuance of new certificate or…
- 8-169 · Situs of ownership of stock
- 8-170 · Dividends; payment; wasting asset corporations
- 8-171 · Special purpose reserves
- 8-172 · Liability of directors and committee members as to dividends or…
- 8-173 · Declaration and payment of dividends
- 8-174 · Liability of directors for unlawful payment of dividend or…
- 8-201 · Transfer of stock, stock certificates and uncertificated stock
- 8-202 · Restrictions on transfer and ownership of securities
- 8-203 · Business combinations with interested stockholders
- 8-204 · Ratification of defective corporate acts and stock [For…
- 8-205 · Proceedings regarding validity of defective corporate acts and…
- 8-211 · Meetings of stockholders
- 8-212 · Voting rights of stockholders; proxies; limitations
- 8-213 · Fixing date for determination of stockholders of record
- 8-214 · Cumulative voting
- 8-215 · Voting rights of members of nonstock corporations; quorum;…
- 8-216 · Quorum and required vote for stock corporations
- 8-217 · Voting rights of fiduciaries, pledgors and joint owners of stock
- 8-218 · Voting trusts and other voting agreements
- 8-219 · List of stockholders entitled to vote; penalty for refusal to…
- 8-220 · Inspection of books and records [For application of this…
- 8-221 · Voting, inspection and other rights of bondholders and…
- 8-222 · Notice of meetings and adjourned meetings