16-6a-904. Advance of expenses for directors.

192 words·~1 min read·/ut/title-16/chapter-6a/16-6a-904

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(1)A nonprofit 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:

(a)the director furnishes the nonprofit corporation a written affirmation of the director's good faith belief that the director has met the applicable standard of conduct described in Section 16-6a-902 ;

(b)the director furnishes the nonprofit corporation a written undertaking, executed personally or on the director's behalf, to repay the advance, if it is ultimately determined that the director did not meet the standard of conduct; and

(c)a determination is made that the facts then known to those making the determination would not preclude indemnification under this part.

(2)The undertaking required by Subsection (1)(b) :

(a)shall be an unlimited general obligation of the director;

(b)need not be secured; and

(c)may be accepted without reference to financial ability to make repayment.

(3)Determinations and authorizations of payments under this section shall be made in the manner specified in Section 16-6a-906 .

Enacted by Chapter 300 , 2000 General Session