 | Wisconsin - Bills, Private - 1980 - 1344 pages
...opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon... | |
 | United States. Federal Communications Commission - Telecommunication - 1998 - 722 pages
...opposed to the best interests of the Corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit or proceeding by judgment, order, settlement, conviction, or upon... | |
 | J. Robert Brown Jr, J. Robert Brown, Jr., Herbert B. Max - Law - 1995 - 5628 pages
...to, the best interests of the Corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit, or proceeding by judgment, order, settlement, conviction, or upon... | |
 | Dan H. McCormick, David G. Bauer, Daryl E. Ferguson - Business & Economics - 2001 - 262 pages
...opposed to the best interests of the corporation, and with respect to any criminal action or proceeding had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit, or proceeding by judgment or settlement, conviction, or upon a... | |
 | American Bar Association. Committee on Corporate Laws - Business & Economics - 2004 - 116 pages
...best interests of the corporation. In the case of criminal proceedings, the director must also have had no reasonable cause to believe his or her conduct was unlawful. The Model Act provisions, which have been adopted in substance by many states, give corporations the... | |
 | Federal Regulation of Securities Committee - Business & Economics - 2006 - 144 pages
...best interests of the corporation. In the case of criminal proceedings, the director must also have had no reasonable cause to believe his or her conduct was unlawful. The Model Act also permits a corporation to provide in its charter for broader indemnification, subject... | |
 | Jean L. Batman - Business & Economics - 2007 - 802 pages
...opposed to the best interests of the Corporation, and, with respect to any criminal action or proceeding had no reasonable cause to believe his or her conduct was unlawful. Such determination shall be made (1) by the Board of Directors by a majority vote of a quorum consisting... | |
 | Jill Gilbert Welytok, Daniel S. Welytok - Business & Economics - 2011 - 365 pages
...conduct was at least not opposed to its best interests; and (3) in the case of any criminal proceeding, had no reasonable cause to believe his or her conduct was unlawful. (b) A director's conduct with respect to an employee benefit plan for a purpose the director reasonably... | |
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... acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the Corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. 