2010 New York Code
BNK - Banking
Article 16 - (9001 - 9019) General Provisions Applicable to Banking Non-Stock Corporations
9008 - Indemnification of directors and officers by a court.

§ 9008.  Indemnification  of  directors  and  officers  by a court. 1.
  Notwithstanding the failure of a corporation to provide indemnification,
  and despite any contrary resolution of the board or of the  shareholders
  in  the specific case under section nine thousand seven, indemnification
  shall be awarded by a court to the extent authorized under section  nine
  thousand  six  and  subdivision  one  of  section  nine  thousand seven.
  Application therefor may be made, in every case, either:
    (a) In the civil action or  proceeding  in  which  the  expenses  were
  incurred or other amounts were paid, or
    (b)  To  the supreme court in a separate proceeding, in which case the
  application shall set forth the disposition of any previous  application
  made  to  any  court  for the same or similar relief and also reasonable
  cause for the failure to make application for such relief in the  action
  or  proceeding in which the expenses were incurred or other amounts were
  paid.
    2. The application shall be made in such manner and  form  as  may  be
  required by the applicable rules of court, or in the absence thereof, by
  direction of a court to which it is made. Such application shall be upon
  notice  to  the  corporation.  The  court may also direct that notice be
  given at the expense of the corporation to  the  shareholders  and  such
  other persons as it may designate in such manner as it may require.
    3.  Where  indemnification is sought by judicial action, the court may
  allow a person such  reasonable  expenses,  including  attorneys'  fees,
  during  the  pendency  of  the litigation as are necessary in connection
  with his defense therein, if the court shall find that the defendant has
  by his pleadings or during the course of the litigation  raised  genuine
  issues of fact or law.