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c) Indemnification Involving a
Charity
•Regardless
of which corporate statute applies, Regulation 4/01 under the Charities Accounting Act (“CAA”) requires that prior to
a charity indemnifying its directors, the directors must consider certain factors enumerated in the regulation,
which consideration need to be documented
•The
ability for directors of the corporation to receive indemnification or purchase
of director and officer insurance must not render the corporation insolvent
•The
Ontario Public Guardian and Trustee takes the position that a director of a
charity ought to be indemnified only for those acts properly undertaken in the administration of the
charity or undertaken in breach of trust under an honest and reasonable mistake