South Dakota Indemnification Agreement between corporation and its directors regarding method for determining whether standards for indemnification have been met

• Category: Corporations - Public - Indemnification
• State: Multi-State
• Control #: US-CC-17-158
• Format: Word; Rich Text

Description

17-158 17-158 . . . Indemnification Agreement between corporation and its directors and/or officers including future directors and officers containing detailed provisions relating to method for determining whether standards for indemnification or reimbursement have been met and making corporation responsible for all costs of determining whether a person is entitled to indemnification or reimbursement regardless of whether person is ultimately found to be entitled to indemnification

South Dakota Indemnification Agreement: The South Dakota Indemnification Agreement is a crucial legal document that outlines the corporation's obligation to provide indemnification to its directors for acts performed in their official capacity. This agreement ensures that directors are protected from personal liability, therefore allowing them to execute their duties free from concern. Keywords: South Dakota, Indemnification Agreement, corporation, directors, standards, determination, indemnification. The South Dakota Indemnification Agreement encompasses various types, depending on the specifics of the standards used in determining the eligibility for indemnification. Some of these agreements include: 1. Standard Indemnification Agreement: This agreement adheres to the general legal standards established by South Dakota law concerning indemnification for directors. It ensures that directors are indemnified for expenses incurred in relation to legal proceedings initiated against them due to their official roles. 2. Enhanced Indemnification Agreement: The enhanced indemnification agreement goes beyond the standard agreement by broadening the scope of identifiable actions. Under this agreement, directors are protected not only from lawsuits for their official acts but also for certain non-official acts, such as serving on the board of other organizations at the corporation's request. 3. Determination of Eligibility Agreement: This agreement focuses on the method for determining whether directors meet the established standards for indemnification. It outlines a fair and impartial process, which may involve an independent committee or legal counsel, to evaluate the director's actions and determine if they qualify for indemnification. 4. Advancement of Expenses Agreement: The advancement of expenses agreement is a type of indemnification agreement that addresses the corporation's commitment to providing immediate financial support to directors facing legal actions. This agreement ensures that directors do not have to bear the financial burden of legal defense costs, as the corporation will cover such expenses until the eligibility for indemnification is determined. 5. Termination of Indemnification Agreement: This agreement outlines the circumstances under which the indemnification agreement between the corporation and its directors can be terminated. It may include reasons like the director's resignation or removal from the board, violation of ethical standards, or breach of fiduciary duties. In conclusion, the South Dakota Indemnification Agreement is an essential legal tool that protects directors from personal liability and ensures they can fulfill their roles without fear. It encompasses various types of agreements, each catering to specific indemnification standards and processes. These agreements contribute to maintaining a harmonious relationship between corporations and their directors, fostering confidence and accountability.