These documents are currently being revised to incorporate the changes made during the 2024 Legislative Session. Please consult the Sections Affected Table for changes made during the 2024 Legislative Session.
Indemnification of officers, employees, and agents.
Unless a corporation's articles of incorporation provide otherwise:
(1) An officer of the corporation who is not a director is entitled to mandatory indemnification under RCW
23B.08.520, and is entitled to apply for court-ordered indemnification under RCW
23B.08.540, in each case to the same extent as a director;
(2) The corporation may indemnify and advance expenses under RCW
23B.08.510 through
23B.08.560 to an officer, employee, or agent of the corporation who is not a director to the same extent as to a director; and
(3) A corporation may also indemnify and advance expenses to an officer, employee, or agent who is not a director to the extent, consistent with law, that may be provided by its articles of incorporation, bylaws, general or specific action of its board of directors, or contract.