{"data":{"id":"us-ut/utah-code-16-10a-851","jurisdiction":"us-ut","citation":"Utah Code § 16-10a-851","heading":"Judicial action.","body":"(1) A transaction effected or proposed to be effected by a corporation or by any entity controlled by the corporation that is not a director's conflicting interest transaction may not be enjoined, be set aside, or give rise to an award of damages or other sanctions, in a proceeding by a shareholder or by or in the right of the corporation, solely because a director, or any person with whom or which the director has a personal, economic, or other association, has an interest in the transaction.\n(2) A director's conflicting interest transaction may not be enjoined, be set aside, or give rise to an award of damages or other sanctions, in a proceeding by a shareholder or by or in the right of the corporation, solely because the director, or any person with whom or which the director has a personal, economic, or other association, has an interest in the transaction, if:\n(a) directors' action respecting the transaction was at any time taken in compliance with Section 16-10a-852;\n(b) shareholders' action respecting the transaction was at any time taken in compliance with Section 16-10a-853; or\n(c) the transaction, judged according to the circumstances at the time of commitment, is established to have been fair to the corporation.","path":["Title 16 Corporations","Chapter 16-10a Utah Revised Business Corporation Act","Part 16-10a-8 Directors and Officers"],"source_url":"https://le.utah.gov/xcode/Title16/Chapter10a/16-10a-S851.html","current_through":"2026 General Session","vintage":"","retrieved_at":"2026-09-03T11:34:33Z","sha256":"422f58cd184b32876347297418b06677e23d023f7418b6034145098db782341f","source_id":"us-ut","stale":false,"prev":"us-ut/utah-code-16-10a-850","next":"us-ut/utah-code-16-10a-852"},"notice":"GroundRules: Original legal text. Not legal advice."}