Limited liability companies: indemnification: agents.

Existing law requires a corporation, nonprofit public benefit corporation, nonprofit mutual benefit corporation, nonprofit religious corporation, or consumer cooperative corporation to indemnify its agent, as defined, in proceedings, as defined, for the successful defense or settlement of claims brought against the agent by reason of his or her agent status. Existing law, the California Revised Uniform Limited Liability Company Act, which becomes operative on January 1, 2014, governs the formation and operation of limited liability companies. The act requires a limited liability company to indemnify a member of a member-managed limited liability company or the manager of a manager-managed limited liability company for any liability incurred in the course of the member's or manager's activities on behalf of the limited liability company, if specified conditions are met. Existing law authorizes a limited liability company to purchase and maintain insurance on behalf of a member or manager of the limited liability company against liability asserted against or incurred by the member or manager in that capacity or arising from that status. This bill would require a limited liability company to indemnify its agent, as defined, in proceedings, as defined, for the successful defense or settlement of claims brought against the agent by reason of his or her agent status.