Printable Format17-7670. Indemnification. (a) Subject to such standards and restrictions, if any, as are set forth in its operating agreement, a limited liability company may, and shall have the power to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever.
(b) To the extent that a present or former member, manager, officer, employee or agent of a limited liability company has been successful on the merits or otherwise as a plaintiff in an action to determine that the plaintiff is a member of a limited liability company or in defense of any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that such person is or was a member, manager, officer, employee or agent of the limited liability company, or is or was serving at the request of the limited liability company as a member, manager, director, officer, employee or agent of another limited liability company, corporation, partnership, joint venture, trust or other enterprise, or in defense of any claim, issue or matter therein, such member, manager, officer, employee or agent shall be indemnified by the limited liability company against expenses actually and reasonably incurred by such person in connection therewith, including attorney fees.
History: L. 1999, ch. 119, § 9; L. 2014, ch. 40, § 6; July 1.
CASE ANNOTATIONS
1. K.S.A. 17-7670 allows recovery of litigation expenses only to successful litigants or as authorized in operating agreement. In re Metcalf Assocs.-2000, 42 Kan. App. 2d 412, 213 P.3d 751 (2009).
2. District court erred in denying summary judgment to parties for indemnity. Emprise Bank v. Rumisek, 42 Kan. App. 2d 498, 215 P.3d 621 (2009).
3. Member of a limited liability company who receives a personal benefit from a successful litigation may be entitled to right to indemnity. Davis v. Winning Streak Sports, 48 Kan. App. 2d 677, 301 P.3d 709 (2013).