35-1-462. (Temporary) Judicial action. (1) A transaction effected or proposed to be effected by a corporation or by a subsidiary of the corporation or any other entity in which the corporation has a controlling interest that is not a director's conflicting interest transaction may not be enjoined, set aside, or give rise to an award of damages or other sanctions in a proceeding by a shareholder or by or in the right of the corporation because a director of the corporation or any person with whom the director has a personal, economic, or other association has an interest in the transaction.
(2) A director's conflicting interest transaction may not be enjoined, set aside, or give rise to an award of damages or other sanctions in a proceeding by a shareholder or by or in the right of the corporation because the director or any person with whom the director has a personal, economic, or other association has an interest in the transaction if:
(a) directors' action respecting the transaction was at any time taken in compliance with 35-1-463;
(b) shareholders' action respecting the transaction was at any time taken in compliance with 35-1-464; or
(c) the transaction, judged according to the circumstances at the time of commitment, is established to have been fair to the corporation. (Repealed effective June 1, 2020--secs. 269, 274, Ch. 271, L. 2019.)
History: En. Sec. 109, Ch. 368, L. 1991.
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