indemnification Flashcards
1
Q
Define: corporate indemnification
A
Practice of corporations paying for costs of director or officer defense in litigation
2
Q
Can corporations insure to indemnify?
A
Yes, D&O insurance common
3
Q
When is indemnification required?
A
Corporation ALWAYS required to pay costs of defense if director/officer SUCCESSFULLY DEFENDS the case
4
Q
When is indemnification prohibited?
A
When director/officer is liable for receiving IMPROPER BENEFIT
4
Q
When MAY corporation indemnify? (optional)
A
If 1) director/officer acted in good faith with no intent to harm corp OR
2) had no reasonable cause to believe conduct was illegal
