2009 Iowa Code
Title 13 - Commerce
Subtitle 1 - Insurance and Related Regulation
CHAPTER 512B - FRATERNAL BENEFIT SOCIETIES
512B.9 - PERSONAL LIABILITY.

        512B.9  PERSONAL LIABILITY.
         1.  The officers and members of the supreme governing body or any
      subordinate body of a society are not personally liable for any
      benefits provided by a society.
         2. a.  A person may be indemnified and reimbursed by a society
      for expenses reasonably incurred by, and liabilities imposed upon,
      the person in connection with or arising out of a proceeding, whether
      civil, criminal, administrative, or investigative, or a threat of
      action in which the person is or may be involved by reason of the
      person being a director, officer, employee, or agent of the society
      or of any other legal entity or position which the person served in
      any capacity at the request of the society.
         b.  However, a person shall not be so indemnified or
      reimbursed for either of the following:
         (1)  In relation to any matter to which the person is finally
      adjudged to be or have been guilty of breach of a duty as a director,
      officer, employee, or agent of the society.
         (2)  In relation to any matter which has been made the subject of
      a compromise settlement.
         c.  However, if the person acted in good faith for a purpose
      the person reasonably believed to be in or not opposed to the best
      interests of the society and, in addition, in a criminal proceeding,
      had no reasonable cause to believe that the conduct was unlawful,
      paragraph "b", subparagraphs (1) and (2), do not apply.  The
      determination whether the conduct of the person met the standard
      required in order to justify indemnification and reimbursement in
      relation to any matter described in paragraph "b", subparagraph
      (1) or (2), may only be made by the supreme governing body by a
      majority vote of a quorum consisting of persons who were not parties
      to the proceeding or by a court of competent jurisdiction.  The
      termination of a proceeding by judgment, order, settlement,
      conviction, or upon a plea of no contest, as to a person, does not in
      itself create a conclusive presumption that the person met or did not
      meet the standard of conduct required in order to justify
      indemnification and reimbursement.  The right of indemnification and
      reimbursement is not exclusive of other rights to which a person may
      be entitled as a matter of law and shall inure to the benefit of the
      person's heirs, executors, and administrators.
         3.  A society may purchase and maintain insurance on behalf of any
      person who is or was a director, officer, employee, or agent of the
      society, or who is or was serving at the request of the society as a
      director, officer, employee, or agent of any other legal entity
      affiliated with the society against any liability asserted against
      the person and incurred by the person in any such capacity or arising
      out of the person's status in relation to the society, whether or not
      the society would have the power to indemnify the person against such
      liability under this section.
         4.  A volunteer serving without compensation, a director, officer,
      employee, or member of a society, is not liable, and no cause of
      action may be brought, for damages resulting from the exercise of
      judgment or discretion in connection with the duties or
      responsibilities of that person for the society unless the act or
      omission alleged to be an exercise of judgment or discretion involved
      willful or wanton misconduct.  

         90 Acts, ch 1148, §9; 2008 Acts, ch 1032, §66