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Washington Revised Code Title 25. Partnerships § 25.15.041. Indemnification

Current as of January 01, 2025 | Updated by Findlaw Staff

(1) A limited liability company may indemnify any member or manager from and against any judgments, settlements, penalties, fines, or expenses incurred in a proceeding or obligate itself to advance or reimburse expenses incurred in a proceeding to which a person is a party because such person is, or was, a member or a manager, provided that no such indemnity shall indemnify a member or a manager from or on account of acts or omissions of the member or manager finally adjudged to be intentional misconduct or a knowing violation of law by the member or manager, or conduct of the member or manager adjudged to be in violation of RCW 25.15.231.

(2) A limited liability company may indemnify and advance expenses under subsection (1) of this section to an officer, employee, or agent of the limited liability company who is not a member or manager to the same extent as to a member or manager.

(3) For purposes of this section:

(a) “Expenses” include counsel fees.

(b) “Party” includes a person who was, is, or is threatened to be made a named defendant or respondent in a proceeding.

(c) “Proceeding” means any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative and whether formal or informal.

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Cite this article: FindLaw.com - Washington Revised Code Title 25. Partnerships § 25.15.041. Indemnification - last updated January 01, 2025 | https://codes.findlaw.com/wa/title-25-partnerships/wa-rev-code-25-15-041/

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