{"data":{"id":"us-nh/rsa-304-c-116","jurisdiction":"us-nh","citation":"RSA 304-C:116","heading":"Indemnification.","body":"I. Except as provided in paragraph II, and subject to such standards and restrictions, if any, as are set forth in its operating agreement, a limited liability company may, and shall have the power to, indemnify any member or manager or other person made a party to a proceeding or threatened to be made a named defendant or respondent in a proceeding because the member, manager, or other person acted on behalf of the limited liability company, against liability for 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, if:\n(a) The member, manager, or person conducted himself or herself in accordance with contractual good faith; and\n(b) The member, manager, or person reasonably believed his or her conduct was not opposed to the best interest of the limited liability company.\nII. A limited liability company may not indemnify a member, manager, or other person under paragraph I:\n(a) In connection with a proceeding by or in the right of the limited liability company in which the person was judged liable to the limited liability company; or\n(b) In connection with any other proceeding charging the person with a breach of the duty of loyalty, whether or not involving action on behalf of the limited liability company, in which the person was adjudged liable for the breach.","path":["Title XXVIII: PARTNERSHIPS","Chapter 304-C: LIMITED LIABILITY COMPANIES","Fiduciary Duties and Related Matters"],"source_url":"https://gc.nh.gov/rsa/html/XXVIII/304-C/304-C-116.htm","current_through":"2025 regular legislative session, or December 2025","vintage":"","retrieved_at":"2026-09-05T14:54:51Z","sha256":"bd385ce153be0a32d8868c27b6ba81db2334266bb1848f4c3acb26262a57cc5c","source_id":"us-nh","stale":false,"prev":"us-nh/rsa-304-c-115","next":"us-nh/rsa-304-c-117"},"notice":"GroundRules: Original legal text. Not legal advice."}