Actions against officers, directors or employees: Payment of expenses of defending action by association; settlements.
1. An association shall pay on behalf of or reimburse an officer, director or employee for the expenses of defending an action brought on behalf of the association or the savings account holders, other creditors or borrowers thereof, founded upon any act or acts performed or omitted by such person acting as such officer, director or employee under the following conditions:
(a) If the person is adjudicated to be not liable, then all reasonable expenses of such litigation shall be paid by the association.
(b) If the person is held to be liable on certain items and not liable on others, the association shall pay the proportion of the total reasonable expense of the litigation which the items on which he is held to be not liable bear to all the items alleged.
2. If, in the opinion of the association, any such person is not liable upon the substantive issues alleged, the association is authorized to compromise and settle such claim or litigation in its discretion and to pay the entire expense thereof, including the compromise settlement, if the expense is reasonable. Any action taken by the association under this subsection requires approval by a vote of at least two-thirds of all the directors of the association (an interested director taking no part in the vote), or by a majority vote of the stockholders.
Last modified: February 26, 2006