KRS 271B.8-530: Advance for expenses.

(1) A corporation may pay for or reimburse the reasonable expenses incurred by a

director who is a party to a proceeding in advance of final disposition of the

proceeding if:

(a) The director furnishes the corporation a written undertaking, executed

personally or on his behalf, to repay the advance if it is ultimately

determined that he did not meet the standard of conduct; and

(b) A determination is made that the facts then known to those making the

determination would not preclude indemnification under KRS 271B.8-500

to 271B.8-580.

(2) The undertaking required by subsection (1)(a) of this section shall be an

unlimited general obligation of the director but shall not be required to be

secured and may be accepted without reference to financial ability to make

repayment.

(3) Determinations and authorizations of payments under this section shall be

made in the manner specified in KRS 271B.8-550.