Any corporation may lend money to, or guarantee any obligation of, or otherwise assist any officer or other employee of the corporation or of its subsidiary, including any officer or employee who is a director of the corporation or its subsidiary, whenever, in the judgment of the directors, such loan, guaranty or assistance may reasonably be expected to benefit the corporation. The loan, guaranty or other assistance may be with or without interest, and may be unsecured, or secured in such manner as the board of directors shall approve, including, without limitation, a pledge of shares of stock of the corporation. Nothing in this section contained shall be deemed to deny, limit or restrict the powers of guaranty or warranty of any corporation at common law or under any statute.
8 Del. C. 1953,
§
143;
56 Del. Laws, c. 50.;
Notes of Decisions
Cited in
11
cases (
2 in the last 5 years), 1954–2026 · leading case:
Aronson v. Lewis, 473 A.2d 805 (Del. 1984).
Aronson v. Lewis, 473 A.2d 805 (Del. 1984).
· cites it 2× “Plaintiffs allegation ignores 8 DelC. § 143 which expressly authorizes interest-free loans to “any officer or employee of the corporation .”
Skouras v. Adm. Enter., Inc., 386 A.2d 674 (Del. Ch. 1978).
“, while the present 8 Del.C. Section 143 authorizes such loans if shown to be beneficial to the corporation.”
Maryland Ex Rel. Sachs v. Mid-Atl. Toyota Distributors, Inc., 525 F. Supp. 1265 (D. Maryland 1981).
“§ 141(a)], the opportunity to receive interest-free unsecured loans from the corporation [8 Del.C. § 143], and the opportunity to receive indemnification in actions against them by reason of the fact that they are directors [8 Del.”
MacLary v. Pleasant Hills, 109 A.2d 830 (Del. Ch. 1954).
· cites it 2× “In view of 8 Del.C. § 143 [2] these defendants necessarily concede that the loans were made in violation of that statute.”
Molasky Enter., Inc. v. Carps, Inc., 615 S.W.2d 83 (Mo. Ct. App. 1981).
“8 Del. Code Ann. § 143 (1975). Section 124 abolishes the defense of ultra vires in all but three instances not pertinent to this decision.”
United States v. Jacobs, 155 F. Supp. 182 (D.N.J. 1957).
“) [8 Del.C. § 143]. We note, of course, the striking similarity between section 36 of the Delaware Corporation Law, and its counterpart in New Jersey, N.”
Highlights for Child., Inc. v. Crown, 227 A.2d 118 (Del. Ch. 1966).
“In reply to the counterclaim, plaintiff sets forth as a defense the provisions of Title 8 Del.C. § 143, which at the time forbade loans by a corporation which were secured by its own shares.”
Theodora Holding Corp. v. Henderson, 257 A.2d 398 (Del. Ch. 1969).
“However, he overlooks the fact that on November 7 when he drew a personal cheque to the order of the treasurer of the Exchange in the amount of $23,400 in part payment for the seat in question, he had simultaneously drawn a corporate cheque to his order in the amount of $25,000…”
AlSayer v. omniX Labs, Inc. (S.D.N.Y. 2025).
· cites it 2× “Plaintiff’s indemnification claim primarily relies on 8 Del. C. § 143, which allows a corporation to guarantee a loan obligation of an officer or employee “whenever, in the judgment of the directors, such loan, guaranty or assistance may reasonably be expected to benefit the…”
AlSayer v. OmniX Labs, Inc. (2d Cir. 2026).
· cites it 2× “AlSayer relies on 8 Del. C. §§ 143 and 145, along with the OmniX bylaws, but they do not support her claim.”
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