District Of Columbia § 29-306.51 - Permissible indemnification.
Full text of District Of Columbia D.C. Code § 29-306.51 — Permissible indemnification., with citation guidance and answers to common questions.
§ 29-306.51. Permissible indemnification.
29-306.51Except as otherwise provided in this section, a corporation may indemnify an individual who is a party to a proceeding because the individual is a director against liability incurred in the proceeding if the director:
Conducted himself or herself in good faith;
Reasonably believed:
In the case of conduct in an official capacity, that his or her conduct was in the best interests of the corporation; and
In all other cases, that the director’s conduct was at least not opposed to the best interests of the corporation; and
In the case of any criminal proceeding, had no reasonable cause to believe his or her conduct was unlawful; or
Engaged in conduct for which broader indemnification has been made permissible or obligatory under a provision of the articles of incorporation, as authorized by .
A director’s conduct with respect to an employee benefit plan for a purpose the director reasonably believed to be in the interests of the participants in, and the beneficiaries of, the plan shall be conduct that satisfies subsection (a)(1)(B)(ii) of this section.
The termination of a proceeding by judgment, order, settlement, or conviction, or upon a plea of nolo contendere or its equivalent, shall, of itself, determinative that the director did not meet the relevant standard of conduct described in this section.
Unless ordered by the Superior Court under , a corporation may not indemnify a director in connection with a proceeding:
By or in the right of the corporation, except for expenses incurred in connection with the proceeding if it is determined that the director has met the relevant standard of conduct under subsection (a) of this section; or
With respect to conduct for which the director was adjudged liable on the basis of receiving a financial benefit to which the director was not entitled, whether or not involving action in the director’s official capacity.
Annotations
Source: official District Of Columbia text · Last verified 2026-08-27
Frequently Asked Questions About District Of Columbia § 29-306.51
What does D.C. Code § 29-306.51 cover?
Section 29-306.51 ("Permissible indemnification.") is part of the D.C. Code, the codified statutory law of District Of Columbia. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite District Of Columbia § 29-306.51?
A common citation format is "D.C. Code § 29-306.51" (District Of Columbia). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of District Of Columbia law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the District Of Columbia official source linked on this page or consult a licensed District Of Columbia attorney.
How does District Of Columbia § 29-306.51 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in District Of Columbia can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in District Of Columbia.