(A) Any indemnification made pursuant to this subchapter shall be made by the town only as authorized in the specific case upon a determination that indemnification of the officer, employee or Councilmember is proper in the circumstances because he or she has met the applicable standard of conduct set forth in this subchapter.
(B) This determination shall be made by any of the following:
(1) By the Town Council by majority vote of a quorum consisting of Councilmembers who were not party to the proceeding;
(2) If a quorum is not obtainable, then by a written opinion of independent legal counsel acquired by majority of the disinterested Councilmembers for that purpose; or
(3) If there are not disinterested Councilmembers, then by a declaratory judgment action brought in the Superior Court, declaring the rights of the officer, employee or Councilmember to be indemnified pursuant to this subchapter.
(1991 Code, § 2-6-9)