Unless a nonprofit corporation‘s articles of incorporation provide otherwise:
(1)
to the same extent as a director, an officer of the nonprofit corporation is entitled to:
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Terms Used In Utah Code 16-6a-907
agent: include any person who, while serving the indicated relationship to the nonprofit corporation, at the nonprofit corporation's request, is or was serving as a director, officer, partner, trustee, employee, fiduciary, or agent of:
Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
Director: includes , unless the context requires otherwise, the estate or personal representative of a director. See Utah Code 16-6a-901
Employee: includes an officer of a nonprofit corporation. See Utah Code 16-6a-102
Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. Source: FDIC
Nonprofit corporation: includes any domestic or foreign entity that is a predecessor of a nonprofit corporation by reason of a merger or other transaction in which the predecessor's existence ceased upon consummation of the transaction. See Utah Code 16-6a-901
(a)
mandatory indemnification under Section 16-6a-903; and
(b)
apply for court-ordered indemnification under Section 16-6a-905;
(2)
a nonprofit corporation may indemnify and advance expenses to an officer, employee, fiduciary, or agent of the nonprofit corporation to the same extent as to a director; and
(3)
a nonprofit corporation may indemnify and advance expenses to an officer, employee, fiduciary, or agent who is not a director to a greater extent if:
(a)
not inconsistent with public policy; and
(b)
provided for by:
(i)
its articles of incorporation or bylaws;
(ii)
general or specific action of its board of directors; or
