(A) Notwithstanding another provision of this chapter, a state savings bank, in its articles of incorporation or bylaws, may provide that a director or officer is not liable personally, or is liable only to the extent provided, to the state savings bank or its depositors or members or stockholders for damages for breach of a duty owed to the savings bank or its depositors or members, except that the provision does not relieve an officer or director from liability for an act or omission: (1) in breach of the person's duty of loyalty to the state savings bank or its depositors, members, or stockholders; (2) not in good faith or involving a knowing violation of law; or (3) resulting in receipt by the person of an improper personal benefit. (B) As used in this section, an act or omission in breach of a person's duty of loyalty means one which that person knows or believes to be contrary to the best interests of the state savings bank or its depositors in connection with a matter in which he has a material conflict of interest. Loans and Investments
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