Sec. 11. Unless a corporation's articles of incorporation provide otherwise, a director of the corporation who is a party to a proceeding may apply for indemnification to the court conducting the proceeding or to another court of competent jurisdiction. On receipt of an application, the court after giving any notice the court considers necessary may order indemnification if it determines:
(1) the director is entitled to mandatory indemnification under section 9 of this chapter, in which case the court shall also order the corporation to pay the director's reasonable expenses incurred to obtain court-ordered indemnification; or
(2) the director is fairly and reasonably entitled to indemnification in view of all the relevant circumstances, whether or not the director met the standard of conduct set forth in section 8 of this chapter.
As added by P.L.149-1986, SEC.21.
Structure Indiana Code
Title 23. Business and Other Associations
Article 1. Indiana Business Corporation Law
Chapter 37. Indemnification of Directors, Officers, Employees, and Agents
23-1-37-1. "Corporation" Defined
23-1-37-4. "Liability" Defined
23-1-37-5. "Official Capacity" Defined
23-1-37-7. "Proceeding" Defined
23-1-37-8. Indemnification of Director Against Liability
23-1-37-9. Mandatory Indemnification of Director Against Expenses
23-1-37-10. Reimbursement of Expenses in Advance of Final Disposition
23-1-37-11. Application to Court for Indemnification
23-1-37-12. Authorization of Indemnification
23-1-37-13. Officers, Employees, and Agents; Indemnification and Advance of Expenses
23-1-37-14. Insurance Against Liability
23-1-37-15. Indemnification Rights Under Articles of Incorporation, Bylaws, or Resolutions