{"data":{"id":"us-al/ala.-code-10a-1-6.21","jurisdiction":"us-al","citation":"Ala. Code § 10A-1-6.21","heading":"Permissive Indemnification.","body":"(a) An enterprise may indemnify a governing person, former governing person, or delegate who was, is, or is threatened to be made a respondent in a proceeding to the extent permitted by Section 10A-1-6.22 if it is determined in accordance with Section 10A-1-6.23 that:\n(1) the person:\n(A) acted in good faith; and\n(B) reasonably believed:\n(i) in the case of conduct in the person’s official capacity that the person’s conduct was in the enterprise’s best interests; and\n(ii) in all other cases, that the person’s conduct was not opposed to the enterprise’s best interests; and\n(C) in the case of a criminal proceeding, did not have a reasonable cause to believe the person’s conduct was unlawful;\n(2) with respect to expenses, the amount of expenses is reasonable; and\n(3) indemnification should be paid.\n(b) Action taken or omitted by a governing person or delegate with respect to an employee benefit plan in the performance of the person’s duties for a purpose reasonably believed by the person to be in the interests of the participants in and beneficiaries of the plan is for a purpose that is not opposed to the best interests of the enterprise.\n(c) Action taken or omitted by a delegate to another enterprise for a purpose reasonably believed by the delegate to be in the interest of the other enterprise or its owners or members is for a purpose that is not opposed to the best interests of the enterprise.\n(d) A person does not fail to meet the standard under subsection (a)(1) solely because of the termination of a proceeding by:\n(1) judgment;\n(2) order;\n(3) settlement;\n(4) conviction; or\n(5) a plea of nolo contendere or its equivalent.","path":["Title 10A Alabama Business and Nonprofit Entities Code.","Chapter 1 General Provisions.","Article 6 Indemnification and Insurance.","Division C Permissive Indemnification and Advancement of Expenses."],"source_url":"https://alison.legislature.state.al.us/code-of-alabama?section=10A-1-6.21","current_through":"Act 2026-611","vintage":"","retrieved_at":"2026-09-03T14:01:53Z","sha256":"69289bbddc2ca77d0bf439df40acdb928c6d833d7f8bb0ed2d9a8dc89b60b183","source_id":"us-al","stale":false,"prev":"us-al/ala.-code-10a-1-6.13","next":"us-al/ala.-code-10a-1-6.22"},"notice":"GroundRules: Original legal text. Not legal advice."}