Travis Texas Proposed amendment to Bylaws regarding director and officer indemnification with copy of amendment

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Multi-State
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Travis
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US-CC-17-113A
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This sample form, a detailed Proposed Amendment to Bylaws Re: Director and Officer Indemnifiation w/Copy of Amendment, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.
Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification: Introduction: The Travis Texas board recently proposed an amendment to the organization's bylaws related to director and officer indemnification. This amendment aims to enhance the protection, rights, and security of directors and officers in fulfilling their duties and responsibilities for the betterment of the organization. The proposed amendment brings forth certain changes and additions to the existing bylaws, ensuring a more robust indemnification process. Let's delve into the key aspects of this amendment. Summary of the Proposed Amendment: The Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification strives to provide comprehensive indemnification for directors and officers who face legal actions or claims arising from their duties. The amendment introduces various provisions to safeguard these individuals from personal liability, encourage their active participation, and attract potential directors with valuable expertise. Key Changes and Additions: 1. Expansion of Indemnification Scope: The proposed amendment broadens the range of circumstances where directors and officers can be indemnified. It covers legal proceedings arising due to their service, including but not limited to civil, criminal, administrative, or investigative actions related to their roles. 2. Advancement of Legal Expenses: The amendment allows directors and officers to receive advances for reasonable legal expenses incurred during pending legal proceedings. By granting advances, the organization ensures that these individuals can adequately defend themselves without undue financial burden. 3. Enhanced Standard of Conduct: The amendment strengthens the standard of conduct expected from directors and officers eligible for indemnification. It outlines a framework whereby indemnification is contingent upon good faith actions that the individual reasonably believed were in the best interest of the organization or performed without any personal gain. 4. Modification of the Indemnification Process: The proposed amendment streamlines the indemnification process, establishing clear guidelines and procedures. It introduces a requirement for prompt board approval of indemnification requests and sets a timeframe within which such decisions must be made. Types of Amendments: 1. Travis Texas Proposed Amendment — Version 1.0: This version of the amendment focuses on providing explicit definitions, clarifying key terms, and outlining the scope of indemnification. Its primary goal is to ensure consistency and eliminate any ambiguity within the bylaws. 2. Travis Texas Proposed Amendment — Version 2.0: This version builds upon Version 1.0 and incorporates additional provisions. It emphasizes the advancement of legal expenses, enhanced standards of conduct, and a streamlined indemnification process. Version 2.0 aims to establish a robust framework to safeguard directors and officers effectively. In conclusion, the Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification aims to fortify the rights and protections provided to directors and officers serving the organization. By broadening the indemnification scope, advancing legal expenses, and setting a higher standard of conduct, this amendment seeks to create a secure environment for these individuals to fulfill their roles effectively and mitigate personal liability risks.

Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification: Introduction: The Travis Texas board recently proposed an amendment to the organization's bylaws related to director and officer indemnification. This amendment aims to enhance the protection, rights, and security of directors and officers in fulfilling their duties and responsibilities for the betterment of the organization. The proposed amendment brings forth certain changes and additions to the existing bylaws, ensuring a more robust indemnification process. Let's delve into the key aspects of this amendment. Summary of the Proposed Amendment: The Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification strives to provide comprehensive indemnification for directors and officers who face legal actions or claims arising from their duties. The amendment introduces various provisions to safeguard these individuals from personal liability, encourage their active participation, and attract potential directors with valuable expertise. Key Changes and Additions: 1. Expansion of Indemnification Scope: The proposed amendment broadens the range of circumstances where directors and officers can be indemnified. It covers legal proceedings arising due to their service, including but not limited to civil, criminal, administrative, or investigative actions related to their roles. 2. Advancement of Legal Expenses: The amendment allows directors and officers to receive advances for reasonable legal expenses incurred during pending legal proceedings. By granting advances, the organization ensures that these individuals can adequately defend themselves without undue financial burden. 3. Enhanced Standard of Conduct: The amendment strengthens the standard of conduct expected from directors and officers eligible for indemnification. It outlines a framework whereby indemnification is contingent upon good faith actions that the individual reasonably believed were in the best interest of the organization or performed without any personal gain. 4. Modification of the Indemnification Process: The proposed amendment streamlines the indemnification process, establishing clear guidelines and procedures. It introduces a requirement for prompt board approval of indemnification requests and sets a timeframe within which such decisions must be made. Types of Amendments: 1. Travis Texas Proposed Amendment — Version 1.0: This version of the amendment focuses on providing explicit definitions, clarifying key terms, and outlining the scope of indemnification. Its primary goal is to ensure consistency and eliminate any ambiguity within the bylaws. 2. Travis Texas Proposed Amendment — Version 2.0: This version builds upon Version 1.0 and incorporates additional provisions. It emphasizes the advancement of legal expenses, enhanced standards of conduct, and a streamlined indemnification process. Version 2.0 aims to establish a robust framework to safeguard directors and officers effectively. In conclusion, the Travis Texas Proposed Amendment to Bylaws Regarding Director and Officer Indemnification aims to fortify the rights and protections provided to directors and officers serving the organization. By broadening the indemnification scope, advancing legal expenses, and setting a higher standard of conduct, this amendment seeks to create a secure environment for these individuals to fulfill their roles effectively and mitigate personal liability risks.

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FAQ

Why do I need an indemnity clause? Indemnity clauses are used to manage the risks associated with a contract, because they enable one party to be protected against the liability arising from the actions of another party.

An indemnity agreement is a contract that protect one party of a transaction from the risks or liabilities created by the other party of the transaction. Hold harmless agreement, no-fault agreement, release of liability, or waiver of liability are other terms for an indemnity agreement.200c

Indemnification in the context of nonprofit bylaws generally refers to how the nonprofit will protect its directors and other agents in the event they are sued for acting in their capacity as agents of the nonprofit.

Indemnification. Indemnification is an undertaking by the company to defend the director and officer against the cost of certain claims, including legal fees, litigation awards and settlement costs.

The parties certifying the certificate (usually the president and secretary of the corporation) The article being amended. A statement that the amendment has been approved by the board, and. By the required number of shareholders (if there are shareholders).

Indemnification is where the company reimburses the director or officer for the attorneys' fees and costs, and potentially judgments, incurred in connection with claims arising out of the director's or officer's service to the company.

In most contracts, an indemnification clause serves to compensate a party for harm or loss arising in connection with the other party's actions or failure to act. The intent is to shift liability away from one party, and on to the indemnifying party.

Modification: As opposed to indemnification and advancement rights created by the company's organizational documents, which may be amended by the board or shareholders, indemnification agreements allow the director or officer to prevent the company from unilaterally terminating or reducing the indemnitee's rights.

Indemnity Clause Defined Indemnity clauses, also known as indemnification clauses, require one party to reimburse the other for recoverable damages from third-party claims. The indemnifying party is demanding payment. The indemnified party is required to pay.

What does "Corporate Indemnification" mean? Generally, indemnification refers to a situation in which one party (the indemnifying party) agrees or is required to cover the costs, losses and/or expenses experienced by another party (the indemnified party).

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Texas Sectional Association established under the USTA Bylaws (the "TSA") are eligible for membership in the Corporation. Thus, "liberty" became synonymous with governmental non-interference in the field of private economic relations.For instance, in Budd v. C. Directors, Officers and Members of An Other Body. Commerce is to be the Voice for Business in the South Lake Travis Area. The Trail Foundation (the "Corporation") is dedicated to protecting, enhancing and connecting The Butler. 12799, Pg. 1358, in the Real Property Records of. Travis County, Texas (together with all amendments and supplemental documents thereto, the. Defense Authorization Act for Fiscal Year 2019''. SEC. 2. Start-up process and allow the new Clinic to open sooner.

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Travis Texas Proposed amendment to Bylaws regarding director and officer indemnification with copy of amendment