(1) An officer is entitled to mandatory indemnification or an advance of expenses under section 7-109- 103, and is entitled to apply for court-ordered indemnification or an advance of expenses under section 7-109-105, in each case to the same extent as a director.
(2) A corporation may indemnify and advance expenses to an officer, employee, fiduciary, or agent of the corporation to the same extent as to a director.
(3) A corporation may also indemnify and advance expenses to an officer, employee, fiduciary, or agent who is not a director to such further extent as may be provided for by its articles of incorporation, bylaws, general or specific action of its board of directors or shareholders, or contract. This subsection (3) applies to an officer who is also a director if the basis on which the officer is made a party to the proceeding is an act or omission solely as an officer.
Source: L. 93: Entire article added, p. 793, § 1, effective July 1, 1994. L. 2019: Entire section amended, (SB 19-086), ch. 166, p. 1940, § 43, effective July 1, 2020.
Notes of Decisions
Waskel v. Guar. Nat'l Corp., 23 P.3d 1214 (Colo. Ct. App. 2000).
· cites it 5× “) Section 7-109-107, C.R.S.2000, provides that a corporate officer is entitled to mandatory indemnification under § 7-109-108 to the same extent as a director and that a corporation may indemnify an employee, fiduciary, or agent to the same extent as a director.”
Weisbart v. Agri Tech, Inc., 22 P.3d 954 (Colo. Ct. App. 2001).
· cites it 2× “Finding these authorities persuasive, we now hold that directors qualify for corporate indemnification under §§ 7-109-102 and 7-109-1083, and officers under § 7-109-107, if they were sued at least in part because they are or were directors or officers of a corporation.”
— Colo. Rev. Stat. § 7-109-107(1)(a) — 1 case
Weisbart v. Agri Tech, Inc., 22 P.3d 954 (Colo. Ct. App. 2001).
“Finding these authorities persuasive, we now hold that directors qualify for corporate indemnification under §§ 7-109-102 and 7-109-1083, and officers under § 7-109-107, if they were sued at least in part because they are or were directors or officers of a corporation.”
— Colo. Rev. Stat. § 7-109-107(1)(b) — 1 case
Waskel v. Guar. Nat'l Corp., 23 P.3d 1214 (Colo. Ct. App. 2000).
“) Section 7-109-107, C.R.S.2000, provides that a corporate officer is entitled to mandatory indemnification under § 7-109-108 to the same extent as a director and that a corporation may indemnify an employee, fiduciary, or agent to the same extent as a director.”
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