Liability for improper distributions

(a) Any member of a member-managed company, or a manager of a manager-managed company who votes for or assents to a distribution made in violation of § 47-34A-406 , the articles of organization, or the operating agreement is personally liable to the company for the amount of the distribution which exceeds the amount that could have been distributed without violating § 47-34A-406 , the articles of organization, or the operating agreement if it is established that the member or manager did not perform the member's or manager's duties in compliance with §