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Amendment of Articles to Expand Indemnification of Agents

Tarrant Texas Amendment of Articles to Expand Indemnification of Agents

Name: Tarrant Texas Amendment of Articles to Expand Indemnification of Agents
Brand: US Legal Forms
Rating: 4.88 (240 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Tarrant

Control #:

US-CC-17-189-NE

Format:

Instant download

Description

This sample form, a detailed Amendment of Articles to Expand Indemnification of Agents, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.

How to fill out Tarrant Texas Amendment Of Articles To Expand Indemnification Of Agents?

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FAQ

In contrast, Delaware law does not allow corporations to indemnify directors and officers if they are found to have acted in bad faith. Thus, Delaware courts have stated that the boundaries for indemnification are 'success' and 'bad faith.

That it is non-exclusive (i.e., that indemnification and advancement of expenses under provisions in the company's articles of incorporation and bylaws is also available).

Any UK company can now indemnify any of its directors, and any director of a company in the same group, against damages, costs and interest awarded against him in civil proceedings brought by a third party, and against legal and other costs incurred in defending both civil and criminal proceedings if and when the

Under Section 145(c) of the Delaware General Corporation Law (DGCL), Delaware corporations are required, in certain circumstances, to indemnify directors and officers of the corporation for costs incurred in connection with litigation and other proceedings arising from the official's corporate role, including attorneys

The most important part of an indemnification clause is that it protects the indemnified party from lawsuits filed by third parties. This protection is important because damaged parties are still able to pursue compensation for their losses even if this clause isn't in the contract.

Owners of corporations and limited liability companies can have statutory and contractual obligations to indemnify officers, directors, managers, and members for legal fees incurred in defending litigation.

By statute, Delaware has established a minimum standard of conduct that, if met by a director or officer, permits a corporation to indemnify such director or officer pursuant to a charter or bylaw provision, an indemnification agreement with such D&O, or a resolution of the board or stockholders.

In a mutual indemnification, both parties agree to compensate the other party for losses arising out of the agreement to the extent those losses are caused by the indemnifying party's breach of the contract. In a one-way indemnification, only one party provides this indemnity in favor of the other party.

A government agency may not indemnify its contractors for claims brought against them by reason of their own negligence. Nor may the United States agree in advance to assume liability for the negligence of its employees for which it may not otherwise be responsible under the Federal Tort Claims Act.

For instance, under section 124 of the Canada Business Corporations Act (CBCA), corporations are allowed (but are not required) to indemnify directors and officers for expenses related to any legal costs resulting from their association with the corporation.

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450.1564a Indemnification under MCL 450. 3 Brief description of the changes to the document made in the revision.

Tarrant Texas Amendment of Articles to Expand Indemnification of Agents

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FAQ

What are the limits of indemnification of corporate officers and directors under Delaware law?

Can a corporation's articles of incorporation provide for the indemnification of directors legal expenses?

Can a UK company indemnify its directors?

Does Dgcl require indemnification?

Do I need an indemnification clause?

What is mandatory indemnification?

Can officers and directors be indemnified by a corporation formed in the state of Delaware?

Can both parties indemnify each other?

Can federal government agree to indemnify?

In which situation can a corporation legally indemnify a director in Canada?

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