Judicial action--Director's conflicting interest transaction

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 or which the director has a personal, economic, or other association, has an interest in the transaction, if: (1) Directors' action respecting the transaction was at any time taken in compliance with §§ 47-1A-862 to 47-1A-862.3 , inclusive; (2) Shareholders' action respecting the transaction was at any time taken in compliance with §§ 47-1A-863 to 47-1A-863.3 , inclusive; or (3) The transaction, judged according to the circumstances at the time of commitment, is established to have been fair to the corporation. Source: SL 2005, ch 239 , § 185.