Hyperheal Hyperbarics v. Shapiro

Summary

The Supreme Court of Maryland affirmed the Appellate Court, holding that the corporation’s claims against Mr. Shapiro satisfied the capacity requirement of CA § 2‑418(d)(1), establishing the nexus needed for mandatory indemnification of a director who successfully defends a suit. The Court applied a de novo review of the statutory language and affirmed that the charter’s indemnification provision does not extend to employees unless they also serve as directors or officers.