Dallas Texas Articles of Incorporation with Indemnification

Name: Dallas Texas Articles of Incorporation with Indemnification
Brand: US Legal Forms
Rating: 4.58 (400 reviews)

Category:

Corporations - Public - Indemnification

State:

Multi-State

County:

Dallas

Control #:

US-CC-17-124C

Format:

Instant download

Description

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

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How to fill out Dallas Texas Articles Of Incorporation With Indemnification?

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There are two possible options: giving directors an exemption from any liability to the company and an indemnity against liability to third parties; taking out and paying for insurance against any liability incurred by the directors.

An indemnification clause is not mandatory for a contract to be valid. If there is no indemnification clause, then the parties will not be entitled to any contractual indemnification.

An Alberta corporation is not permitted to indemnify its directors for their actions if they have not acted honestly and in good faith with a view to the best interests of the corporation that is, if they have breached their fiduciary duty to the corporation.

Companies may indemnify directors against the legal and financial costs of proceedings brought by third parties. This does not extend to the legal costs of unsuccessful defence of criminal proceedings, fines imposed by criminal proceedings and fines imposed by regulatory bodies.

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.

Maric Law Office A company can usually indemnify a director for his/her defense costs and/or damages, judgments and settlements if he/she was the only one responsible for the procedure and was found guilty. In such case the usual conditions would apply as to proof of the amount of damage, defense costs etc.

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.

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

A director's or officer's right to indemnification and advancement of expenses is subject to the company's ability to pay, and several legal limitations. Bankruptcy Law Limits. Claims against directors and officers more frequently occur when the company is under financial distress that leads to bankruptcy.

Currently, under section 310 of the Companies Act 1985 (1985 Act), companies cannot exempt directors and auditors from, or indemnify them against, liability where they are negligent, in default, or in breach of duty or trust.

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Lawyer Referral Service. Click "More" to fill out the Client Referral form and receive legal assistance.WHEREAS, the said automobile is in the possession of the Dallas Police Department of the City of Dallas,. Item 5. 476 (1984), reprinted at 28 CORP. Lastly, you should include indemnification provisions as well as the number and classes of stock when you fill out your articles of incorporation. Dallas County, Texas, seeking to recover for the losses AVCO incurred in Pridgen. The cost of drilling, completing and operating wells is often uncertain.

Dallas Texas Articles of Incorporation with Indemnification

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How do you indemnify directors?

What happens if there is no indemnification clause?

Should a company indemnify its directors?

How does a company indemnify its directors?

Do I need an indemnification clause?

When can a company indemnify its directors?

What is mandatory indemnification?

Does Dgcl require indemnification?

Do directors have the right to indemnification?

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