Indiana § 23-1-25-2 Series of shares; filing articles with secretary of state

Indiana Statutes

§ 23-1-25-2 — Series of shares; filing articles with secretary of state

Indiana·Title 23 BUSINESS AND OTHER ASSOCIATIONS·Art. 1 INDIANA BUSINESS CORPORATION LAW·Ch. 25 Shares Generally

(a)If the articles of incorporation so provide, the board of directors may create one (1) or more series, and may determine, in whole or in part, the preferences, limitations, and relative voting and other rights (within the limits set forth in section 1 of this chapter) of:

(1)any class of shares before the issuance of any shares of that class; or

(2)one (1) or more series within a class before the issuance of any shares of that series.

(b)Each series of a class must be given a distinguishing designation.

(c)All shares of a series must have preferences, limitations, and relative rights identical with those of other shares of the same series and, except to the extent otherwise provided in the description of the series, with those of other series of the same class.

(d)Before issuing a

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(a) If the articles of incorporation so provide,
the board of directors may create one (1) or more series, and may
determine, in whole or in part, the preferences, limitations, and relative
voting and other rights (within the limits set forth in section 1 of this
chapter) of:
(1) any class of shares before the issuance of any shares of that
class; or
(2) one (1) or more series within a class before the issuance of any
shares of that series.
(b) Each series of a class must be given a distinguishing
designation.
(c) All shares of a series must have preferences, limitations, and
relative rights identical with those of other shares of the same series
and, except to the extent otherwise provided in the description of the
series, with those of other series of the same class.
(d) Before issuing any shares of a class or series the preferences,
limitations, and relative voting and other rights of which are
determined under this section, the corporation must deliver to the
secretary of state for filing articles of amendment, which are effective
without shareholder action, that set forth:
(1) the name of the corporation;
(2) the text of the amendment determining the terms of the class
or series of shares;
(3) the date it was adopted; and
(4) a statement that the amendment was duly adopted by the board
of directors.

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