2010 Pennsylvania Code
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 57 - Officers, Directors and Members
5741 - Third-party actions.

                               SUBCHAPTER D
                             INDEMNIFICATION

     Sec.
     5741.  Third-party actions.
     5742.  Derivative and corporate actions.
     5743.  Mandatory indemnification.
     5744.  Procedure for effecting indemnification.
     5745.  Advancing expenses.
     5746.  Supplementary coverage.
     5747.  Power to purchase insurance.
     5748.  Application to surviving or new corporations.
     5749.  Application to employee benefit plans.
     5750.  Duration and extent of coverage.

        Enactment.  Subchapter D was added as Subchapter C December
     21, 1988, P.L.1444, No.177, effective October 1, 1989, and was
     relettered to Subchapter D December 19, 1990, P.L.834, No.198,
     effective immediately.
        Cross References.  Subchapter D is referred to in section
     5734 of this title.
     § 5741.  Third-party actions.
        Unless otherwise restricted in its bylaws, a nonprofit
     corporation shall have power to indemnify any person who was or
     is a party or is threatened to be made a party to any
     threatened, pending or completed action or proceeding, whether
     civil, criminal, administrative or investigative (other than an
     action by or in the right of the corporation), by reason of the
     fact that he is or was a representative of the corporation, or
     is or was serving at the request of the corporation as a
     representative of another domestic or foreign corporation for
     profit or not-for-profit, partnership, joint venture, trust or
     other enterprise, against expenses (including attorneys' fees),
     judgments, fines and amounts paid in settlement actually and
     reasonably incurred by him in connection with the action or
     proceeding if he acted in good faith and in a manner he
     reasonably believed to be in, or not opposed to, the best
     interests of the corporation and, with respect to any criminal
     proceeding, had no reasonable cause to believe his conduct was
     unlawful. The termination of any action or proceeding by
     judgment, order, settlement or conviction or upon a plea of nolo
     contendere or its equivalent shall not of itself create a
     presumption that the person did not act in good faith and in a
     manner that he reasonably believed to be in, or not opposed to,
     the best interests of the corporation and, with respect to any
     criminal proceeding, had reasonable cause to believe that his
     conduct was unlawful.
     (Dec. 19, 1990, P.L.834, No.198, eff. imd.)

        1990 Amendment.  Act 198 reenacted and amended the entire
     section.
        Cross References.  Section 5741 is referred to in sections
     5743, 5744 of this title.