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A director of a corporation is named in a derivative action. The director asks the corporation to advance defense expenses before trial. Months later, the director is dismissed from the case on the merits and seeks reimbursement of expenses actually and reasonably incurred.
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A director who wins dismissal may never recover defense expenses from the corporation. Advancement and indemnification are identical and always automatic before any undertaking. A director who successfully defends a proceeding on the merits is generally entitled to indemnification for expenses actually and reasonably incurred, while advancement usually requires statutory or authorized conditions such as an undertaking to repay if indemnification is unavailable. A corporation must indemnify a director for an adjudicated bad-faith personal profit in every case.

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