Minnesota Approval of Indemnification Agreements: In Minnesota, the approval of indemnification agreements plays a significant role in protecting individuals from legal and financial liabilities. An indemnification agreement is a legally binding contract that offers protection and compensation to individuals who may suffer losses or expenses while fulfilling their duties on behalf of an organization or corporation. The approval process for indemnification agreements in Minnesota involves various steps and often requires amendments to both the articles of incorporation and the bylaws of the organization. These amendments ensure that the indemnification provisions are properly integrated into the governing documents of the entity. Keywords: Minnesota, approval, indemnification agreements, article amendment, bylaws, protection, compensation, legal, financial liabilities, losses, expenses, duties, organization, corporation, amendments, governing documents. Amendment to Articles of Incorporation: An amendment to the articles of incorporation is a formal modification made to the foundational legal document that establishes an organization's existence. When it comes to indemnification agreements, this amendment specifically incorporates provisions that address the indemnification rights and obligations of individuals serving the organization. It is crucial to amend the articles of incorporation to reflect the organization's intention to provide indemnification to its directors, officers, employees, and other authorized representatives. Amendment to Bylaws: The bylaws of an organization serve as its internal governing rules and regulations. To ensure the proper implementation of indemnification agreements, amendments to the bylaws are necessary. These amendments outline the procedures for indemnification, the criteria for eligibility, and the extent of coverage provided. By amending the bylaws, an organization can establish a clear framework for indemnification and define the process for approving specific indemnification agreements. In summary, Minnesota's approval of indemnification agreements involves amending both the articles of incorporation and the bylaws. These amendments ensure that an organization is equipped to provide necessary protection to its members while also delineating the requirements and procedures associated with indemnification. By implementing comprehensive indemnification measures, organizations can safeguard their personnel and foster a more secure environment for their operations. Keywords: Minnesota, approval, indemnification agreements, amendment, articles of incorporation, bylaws, foundational legal document, indemnification rights, obligations, directors, officers, employees, authorized representatives, procedures, eligibility, coverage, internal governing rules, regulations, framework, protection, personnel, secure environment, operations.
Minnesota Approval of Indemnification Agreements with article amendment and amendment to bylaws
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However, since 1858, Article I, Section 2 of the Minnesota Constitution has read: ?There shall be neither slavery nor involuntary servitude in the state otherwise than as a punishment for a crime of which the party has been convicted.?
(a) A contract or other transaction between a corporation and: (1) its director or a member of the family of its director; (2) a director of a related organization, or a member of the family of a director of a related organization; or (3) an organization in or of which the corporation's director, or a member of the ...
A director shall discharge the duties of the position of director in good faith, in a manner the director reasonably believes to be in the best interests of the corporation, and with the care an ordinarily prudent person in a like position would exercise under similar circumstances.
A corporation may buy and maintain insurance on behalf of a person in that person's official capacity against liability asserted against and incurred by the person in or arising from that capacity, whether or not the corporation would have been required to indemnify the person against the liability under this section.
It is unlawful for a person under the age of 21 years to possess any alcoholic beverage with the intent to consume it at a place other than the household of the person's parent or guardian.
317A. A nonprofit corporation's purpose and activities must serve the organization's mission to benefit the public, and may not be operated to profit other persons or entities.
Minnesota's anti-indemnity statute, first enacted in 1984, makes unenforceable indemnification agreements in construction contracts except to the extent that the underlying claim is attributable to the negligent or wrongful act of the party providing the indemnity (or that party's contractors, agent, or employees).
Minnesota Statutes, Chapter 322C A Converted Organization that is a foreign organization and not authorized to transact business in this state appoints the secretary of state as its agent for service of process for purposes of enforcing a debt, obligation, or other liability under this subdivision.