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DE SB203
Bill
Status
2/7/2022
Primary Sponsor
Bryan Townsend
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AI Summary
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Amends § 145 of Delaware's General Corporation Law to modify indemnification rules for officers and directors occurring after December 31, 2020, limiting the definition of "officer" to those who consent to service of process through the corporation's registered agent.
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Expands the definition of "insurance" in corporate indemnification provisions to include coverage provided directly or indirectly through captive insurance companies organized and licensed under Delaware law, including those licensed under Chapter 69 of Title 18.
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Requires captive insurance policies to exclude coverage for personal profit or financial advantage not legally entitled to, deliberate criminal or fraudulent acts, or knowing violations of law, unless established by final non-appealable adjudication and the person is entitled to indemnification under the statute.
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Mandates that determinations to make insurance payments for claims against current directors or officers must be made by an independent claims administrator or follow specified procedures in the statute.
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Requires corporations to notify stockholders when a payment under captive insurance is proposed in connection with any dismissal or compromise of shareholder derivative suits, and prohibits imputation of one insured person's conduct to other insured persons.
Legislative Description
An Act To Amend Title 8 Of The Delaware Code Relating To The General Corporation Law.
Last Action
Signed by Governor
2/7/2022