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2.Indemnification
a)
Indemnification Under CCA and OCA
•CCA permits a corporation to indemnify a director or officer for all costs, charges and expenses
sustained in any
action commenced or prosecuted against him, in relation to the execution of the duties
of his office except
–costs that
occur by his own wilful neglect or default
•OCA permits a
corporation, with the approval of the members at a meeting of the members, to indemnify a director or officer for all “costs, charges and expenses” arising from an action in relation to the director’s execution of the duties of his office