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Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 4 – Officers A. An officer may resign at any time by delivering notice to the corporation. A resignation is effective when the notice is delivered unless the notice specifies a later effective date or event. If a resignation is made […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 4 – Officers A. The appointment of an officer does not itself create contract rights. B. An officer’s removal does not affect the officer’s contract rights, if any, with the corporation. An officer’s resignation does not affect the corporation’s contract rights, […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 4 – Officers Any contract or other instrument in writing executed or entered into between a corporation and any other person is not invalidated as to the corporation by any lack of authority of the signing officers in the absence of […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification In this article, unless the context otherwise requires: 1. "Corporation" includes any domestic or foreign predecessor entity of a corporation in a merger or other transaction in which the predecessor’s existence ceased upon consummation of the transaction. 2. […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. Except as provided in subsection D of this section, a corporation may indemnify an individual made a party to a proceeding because either: 1. The individual is or was a director against liability incurred in the proceeding […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. Unless limited by its articles of incorporation, a corporation shall indemnify a director who was the prevailing party, on the merits or otherwise, in the defense of any proceeding to which the director was a party because […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. A corporation may pay for or reimburse the reasonable expenses incurred by a director who is a party to a proceeding in advance of final disposition of the proceeding if both of the following conditions exist: 1. […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification Unless a corporation’s articles of incorporation provide otherwise, a director of the corporation who is a party to a proceeding may apply for indemnification or an advance for expenses to the court conducting the proceeding or to another […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. A corporation may not indemnify a director under section 10-3851 unless authorized in the specific case after a determination has been made that indemnification of the director is permissible in the circumstances because the director has met […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. A corporation may indemnify and advance expenses under this article to an officer of the corporation who is a party to a proceeding because the individual is or was an officer of the corporation as follows: 1. […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A corporation may purchase and maintain insurance on behalf of an individual who is or was a director or officer of the corporation or who, while a director or officer of the corporation, is or was serving at […]
Title 10 – Corporations and Associations Chapter 31 – Directors and officers-nonprofit Corporations Article 5 – Indemnification A. A provision treating a corporation’s indemnification of or advance for expenses to directors that is contained in its articles of incorporation, bylaws, a resolution of its members or board of directors or a contract or otherwise is […]