Texas Business Organizations Code

§ 8.102 — GENERAL SCOPE OF PERMISSIVE INDEMNIFICATION

BO § 8.102Title 1. GENERAL PROVISIONS · Ch. 8. INDEMNIFICATION AND INSURANCE · Art. C. PERMISSIVE INDEMNIFICATION AND ADVANCEMENT OF EXPENSES

Statute text

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(a)Subject to Subsection (b), an enterprise may indemnify a governing person, former governing person, or delegate against:

(1)a judgment; and

(2)expenses, other than a judgment, that are reasonable and actually incurred by the person in connection with a proceeding.

(b)Indemnification under this subchapter of a person who is found liable to the enterprise or is found liable because the person improperly received a personal benefit:

(1)is limited to reasonable expenses actually incurred by the person in connection with the proceeding;

(2)does not include a judgment, a penalty, a fine, and an excise or similar tax, including an excise tax assessed against the person with respect to an employee benefit plan; and

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Legislative history

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.