Section 5744 - Procedure for effecting indemnificationUnless ordered by a court, any indemnification under section 5741 (relating to third-party actions) or 5742 (relating to derivative and corporate actions) shall be made by the nonprofit corporation only as authorized in the specific case upon a determination that indemnification of the representative is proper in the circumstances because he has met the applicable standard of conduct set forth in those sections. The determination shall be made:
(1) by the board of directors by a majority vote of a quorum consisting of directors who were not parties to the action or proceeding;(2) if such a quorum is not obtainable or if obtainable and a majority vote of a quorum of disinterested directors so directs, by independent legal counsel in a written opinion;(3) by such other body as may be provided in the bylaws; or1972, Nov. 15, P.L. 1063, No. 271, § 7744, effective in 90 days. Renumbered and amended 1988, Dec. 21, P.L. 1444, No. 177, § 103, effective 10/1/1989. Reenacted and amended 1990, Dec. 19, P.L. 834, No. 198, § 102, imd. effective. Amended 1992, Dec. 18, P.L. 1333, No. 169, § 3, effective in 60 days.