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Byron Was the Director and President of a Construction Company

Question 60

Multiple Choice

Byron was the director and president of a construction company.At an annual meeting,the construction company's biggest shareholder,Sask-Wheat,voted to elect some new directors because they were unsatisfied with the construction company revenue.Knowing the election would almost inevitably result in favor of Sask-Wheat,the construction company's lawyers advised Byron to rule their votes invalid,which he did.However,in subsequent court hearings,the votes were ruled to be valid.Byron claimed indemnification from the construction company for his legal costs.Which of the following is most likely false?


A) Byron should be entitled to indemnity because he complied with his fiduciary duty.
B) Byron should be entitled to indemnity because he had reasonable grounds to believe his conduct was lawful.
C) Indemnification commitments are only as good as the indemnifier's ability to pay them.
D) Byron acted illegally and therefore cannot seek indemnity.
E) Indemnity is a form of compensation.

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