Florida Statute 607.0850 | Lawyer Caselaw & Research

The 2024 Florida Statutes

Title XXXVI
BUSINESS ORGANIZATIONS

Chapter 607
FLORIDA BUSINESS CORPORATION ACT

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F.S. 607.0850

607.0850 Definitions.—In ss. 607.0850-607.0859, the term:

(1) “Agent” includes a volunteer.

(2) “Corporation” includes, in addition to the resulting corporation, any constituent corporation (including any constituent of a constituent) absorbed in a merger, so that any person who is or was a director or officer of a constituent corporation, or is or was serving at the request of a constituent corporation as a director or officer, member, manager, partner, trustee, employee, or agent of another domestic or foreign corporation, limited liability company, partnership, joint venture, trust, employee benefit plan, or other enterprise or entity, is in the same position under this section with respect to the resulting or surviving corporation as he or she would have been with respect to such constituent corporation if its separate existence had continued.

(3) “Director” or “officer” means an individual who is or was a director or officer, respectively, of a corporation or who, while a director or officer of the corporation, is or was serving at the corporation’s request as a director or officer, manager, partner, trustee, employee, or agent of another domestic or foreign corporation, limited liability company, partnership, joint venture, trust, employee benefit plan, or another enterprise or entity. A director or officer is considered to be serving an employee benefit plan at the corporation’s request if the individual’s duties to the corporation or such plan also impose duties on, or otherwise involve services by, the individual to the plan or to participants in or beneficiaries of the plan. The term includes, unless the context otherwise requires, the estate, heirs, executors, administrators, and personal representatives of a director or officer.

(4) “Expenses” includes reasonable attorney fees and expenses, including those incurred in connection with any appeal.

(5) “Liability” means the obligation to pay a judgment, settlement, penalty, fine (including an excise tax assessed with respect to an employee benefit plan), or reasonable expenses incurred with respect to a proceeding.

(6) “Party” means an individual who was, is, or is threatened to be made, a defendant or respondent in a proceeding.

(7) “Proceeding” means any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, arbitrative, or investigative and whether formal or informal.

(8) “Serving at the corporation’s request” includes any service as a director, officer, employee, or agent of the corporation that imposes duties on such persons, including duties relating to an employee benefit plan and its participants or beneficiaries.

History.—s. 93, ch. 89-154; s. 30, ch. 97-102; s. 107, ch. 2019-90; s. 22, ch. 2020-32.

F.S. 607.0850 on Google Scholar

F.S. 607.0850 on Casetext

Amendments to 607.0850

Arrestable Offenses / Crimes under Fla. Stat. 607.0850

Level: Degree
Misdemeanor/Felony: First/Second/Third

Current data shows no reason an arrest or criminal charge should have occurred directly under Florida Statute 607.0850.

Annotations, Discussions, Cases:

Cases Citing Statute 607.0850

Total Results: 16

Samantha Elaine Tsuji v. H. Bart Fleet, etc.

Court: Supreme Court of Florida | Date Filed: 2023-06-29

Snippet: chapter 607, the Florida Business Corporation Act. § 607.0850(5), Fla. Stat. (2022). In section 112.312, the

BRENT BLAKE v. AMERICAN SALES AND MANAGEMENT ORGANIZATION, LLC, etc.

Court: District Court of Appeal of Florida | Date Filed: 2022-04-27

Snippet: fact’ that she was a corporate officer. See § 607.0850(1), Fla. Stat. Although de Saad may have had access

The Local Door Coupons Franchise v. Mayers

Court: District Court of Appeal of Florida | Date Filed: 2018-12-19

Citation: 261 So. 3d 726

Snippet: officers. Mayers then, pursuant to section 607.0850(9) of the Florida Statutes1 and the indemnification

Mvw Management, LLC v. Regalia Beach Developers, LLC

Court: District Court of Appeal of Florida | Date Filed: 2017-09-06

Citation: 230 So. 3d 108

Snippet: defeating a claim or showing good faith. See, e.g., § 607.0850(3), Fla. Stat. (2016). In contrast, advancement

Wilson v. Wilson Sr.

Court: District Court of Appeal of Florida | Date Filed: 2017-02-15

Citation: 211 So. 3d 313, 2017 WL 621242, 2017 Fla. App. LEXIS 2029

Snippet: different from those prescribed in ss. 607.0801-607.0850 except as provided in s. 607.1421(4); (d)

Wendt v. La Costa Beach Resort Condominium Ass'n

Court: Supreme Court of Florida | Date Filed: 2011-06-09

Citation: 64 So. 3d 1228, 36 Fla. L. Weekly Supp. 242, 2011 Fla. LEXIS 1284, 2011 WL 2224761

Snippet: (Fla. 1st DCA 2000).1 At issue is whether section 607.0850, Florida Statutes,2 authorizes indemnification

Banco Industrial De Venezuela C.A., Miami Agency v. De Saad

Court: Supreme Court of Florida | Date Filed: 2011-06-09

Citation: 68 So. 3d 895, 36 Fla. L. Weekly Supp. 239, 2011 Fla. LEXIS 1281, 2011 WL 2224820

Snippet: indemnification for attorney's fees and costs under sections 607.0850(1) and (3), Florida Statutes....[[2]] After a

Banco Industrial De Venezuela, C.A. v. De Saad

Court: District Court of Appeal of Florida | Date Filed: 2009-09-16

Citation: 21 So. 3d 46, 2009 Fla. App. LEXIS 13761, 2009 WL 2949276

Snippet: indemnification for attorney’s fees and costs under sections 607.0850(1) and (3), Florida Statutes (1999). After a lengthy

Wendt v. La Costa Beach Resort Condominium Ass'n

Court: District Court of Appeal of Florida | Date Filed: 2009-06-17

Citation: 14 So. 3d 1179, 2009 Fla. App. LEXIS 8775, 2009 WL 1675864

Snippet: indemnification claim upon various provisions of section 607.0850, Florida Statutes (2007), entitled "Indemnification

O'BRIEN v. Precision Response Corp.

Court: District Court of Appeal of Florida | Date Filed: 2006-12-06

Citation: 942 So. 2d 1030, 2006 Fla. App. LEXIS 20335, 2006 WL 3498562

Snippet: indemnification agreement and on the basis of section 607.0850, Florida Statutes, for the advancement of expenses

Chatlos Foundation, Inc. v. D'Arata

Court: District Court of Appeal of Florida | Date Filed: 2004-08-06

Citation: 882 So. 2d 1021, 2004 Fla. App. LEXIS 11686, 2004 WL 1749160

Snippet: The court concluded: 1. Pursuant to F.S.A. § 607.0850(8) and (9), "indemnification and advancement of

de Saad v. Banco Industrial De Venezuela, C.A.

Court: District Court of Appeal of Florida | Date Filed: 2003-04-09

Citation: 843 So. 2d 953, 2003 Fla. App. LEXIS 4765, 2003 WL 1824570

Snippet: statutory indemnification claim which, under Section 607.0850, Florida Statutes (2000), sought to recover the

Turkey Creek Master Owners Ass'n, Inc. v. Hope

Court: District Court of Appeal of Florida | Date Filed: 2000-09-25

Citation: 766 So. 2d 1245, 2000 WL 1369872

Snippet: court entered a final order pursuant to section 607.0850(9), Florida Statutes, requiring Turkey Creek to

National Portland Cement Co. v. Goudie

Court: District Court of Appeal of Florida | Date Filed: 1998-09-09

Citation: 718 So. 2d 274, 1998 WL 567678

Snippet: in attorney's fees based on sections 448.08 and 607.0850(3), Florida Statutes (1995), and an indemnification

Investors Ins. Group, Inc. v. Kling

Court: District Court of Appeal of Florida | Date Filed: 1998-07-20

Citation: 712 So. 2d 1258, 1998 Fla. App. LEXIS 8708, 1998 WL 399627

Snippet: indemnified appellee, Roger E. Kling, under section 607.0850, Florida Statutes (1995). The issue on appeal

Alternative Dev. v. St. Lucie Club & Apt.

Court: District Court of Appeal of Florida | Date Filed: 1992-07-29

Citation: 608 So. 2d 822

Snippet: although the matter was raised below. Section 607.0850(1), Florida Statutes (1990), provides for indemnification