The Vermont Statutes Online
The Statutes below include the actions of the 2025 session of the General Assembly.
NOTE: The Vermont Statutes Online is an unofficial copy of the Vermont Statutes Annotated that is provided as a convenience.
Subchapter
005
:
INDEMNIFICATION
(Cite as: 11B V.S.A. § 8.58)
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§ 8.58. Application of subchapter
(a) A provision treating a corporation’s indemnification of or advance for expenses to
directors that is contained in its articles of incorporation, bylaws, a resolution
of its members or board of directors, or in a contract or otherwise, is valid only
if and to the extent the provision is consistent with this subchapter. If articles
of incorporation limit indemnification or advance for expenses, indemnification and
advance for expenses are valid only to the extent consistent with the articles.
(b) This subchapter does not limit a corporation’s power to pay or reimburse expenses
incurred by a director in connection with appearing as a witness in a proceeding at
a time when the director has not been made a named defendant or respondent to the
proceeding. (Added 1995, No. 179 (Adj. Sess.), § 1, eff. Jan. 1, 1997.)