Colorado Revised Statutes

Colo. Rev. Stat. § 7-108-403 (2026)

Limitation of certain liabilities of directors and officers

✓ current as of July 2026
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A director or officer is not personally liable for any injury to person or property arising out of a tort committed by an employee unless the director or officer was personally involved in the situation giving rise to the litigation or unless the director or officer committed a criminal offense in connection with the situation. The protection afforded in this section does not restrict other common-law protections and rights that a director or officer may have.

Source: L. 2019: Entire part amended with relocations, (SB 19-086), ch. 166, p. 1932, § 35, effective July 1, 2020.

Editor's note: This section is similar to former § 7-108-402 as it existed prior to 2020, and the former § 7-108-403 was relocated to § 7-108-405.

Notes of Decisions
Cited in 4 cases, 2007–2013 · leading case: Alexander v. Anstine, 152 P.3d 497 (Colo. 2007).
Alexander v. Anstine, 152 P.3d 497 (Colo. 2007). · cites it 6× “Section 7-108-403(1), C.R.S. (2006), provides, in pertinent part: A director who votes for or assents to a distribution made in violation of section 7-106-401 [which disallows shareholder distributions that would preclude payment of debts] or the articles of incorporation is…”
Weinstein v. Colborne Foodbotics, LLC, 302 P.3d 263 (Colo. 2013). · cites it 5× “§ 7-108-403(1) (emphasis added). T 14 Construing a previous version of seetion 7-108-408(1), we extended standing to the creditors of a corporation.”
Paratransit Risk Retention Grp. Ins. Co. v. Kamins, 160 P.3d 307 (Colo. Ct. App. 2007). · cites it 2× “Kamins does not dispute the fact that a director's liability may be based on § 7-108-403, C.R.S.2006. But, he maintains that the trial court erred (1) in finding CTS was insolvent under § 7-106-401, C.”
Colborne Corp. v. Weinstein, 304 P.3d 570 (Colo. Ct. App. 2010). · cites it 2× “Former section 7-5-114(8) was comparable to the current section 7-108-403, which extends liability to include unlawful distributions made at any time during a *573 corporation's existence, not only those made during dissolution, but preserves the "liable to the corporation"…”
Colo. Rev. Stat. § 7-108-403(1): 2 cases
Alexander v. Anstine, 152 P.3d 497 (Colo. 2007). “Section 7-108-403(1), C.R.S. (2006), provides, in pertinent part: A director who votes for or assents to a distribution made in violation of section 7-106-401 [which disallows shareholder distributions that would preclude payment of debts] or the articles of incorporation is…”
Weinstein v. Colborne Foodbotics, LLC, 302 P.3d 263 (Colo. 2013). “§ 7-108-403(1) (emphasis added). T 14 Construing a previous version of seetion 7-108-408(1), we extended standing to the creditors of a corporation.”
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