New Hampshire § 301-B-23 - Section 301-B:23 Indemnification.

§ 301-B-23. Section 301-B:23 Indemnification.

I. Except as provided in paragraph II, and subject to such standards and restrictions, if any, as are set forth in its bylaws, a New Hampshire DAO may, and shall have the power to, indemnify any participant or administrator or other person made a party to a proceeding or threatened to be made a named defendant or respondent in a proceeding because the participant, administrator, or other person acted on behalf of the New Hampshire DAO, 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: (a) The participant, administrator, or person conducted such person's activities himself or herself in accordance with contractual good faith; and (b) The participant, administrator, or person reasonably believed such person's conduct was not opposed to the best interest of the New Hampshire DAO, interpreted in accordance with the stated purpose of the DAO. II. A New Hampshire DAO may not indemnify a participant, administrator, or other person under paragraph I: (a) In connection with a proceeding by or in the right of the New Hampshire DAO in which the person was judged liable to the New Hampshire DAO; or (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 New Hampshire DAO, in which the person was adjudged liable for the breach.