Choice "D" is correct. A corporation may indemnify its officers for liabilities incurred in a suit by stockholders, especially if the officer prevails.
Choice "c" is incorrect. There is no restriction against serving as both a director and an officer.
Choice "b" is incorrect. The RMBCA provides that officers are to be appointed by the board unless the bylaws provide otherwise.
Choice "a" is incorrect. There is no requirement that an officer own stock in the corporation in which he or she serves.