§ 23-1-29-5 — Notice of meetings

Indiana § 23-1-29-5

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 1: INDIANA BUSINESS CORPORATION LAW
• Ch. 29: Meetings of Shareholders

Text

(a) A corporation shall, not less than ten (10)
days and not more than sixty (60) days before the date of each annual
or special shareholders' meeting, notify shareholders of all the
following:
(1) The date, time, and place, if the meeting will be located at a
place, of the annual or special shareholders' meeting.
(2) The means of remote communication, if any, by which
shareholders may be considered present in person and vote at the
meeting.
Unless this article or the articles of incorporation require otherwise, the
corporation is required to give notice only to shareholders entitled to
vote at the meeting.
(b) Unless this article or the articles of incorporation require
otherwise, notice of an annual meeting need not include a description
of the purpose or purposes for which the meeting is called.
(c) Notice of a special meeting must include a description of the
purpose or purposes for which the meeting is called.
(d) If not otherwise fixed under section 7 of this chapter, the record
date for determining shareholders entitled to notice of and to vote at an
annual or special shareholders' meeting is the close of business on the
day before the first notice is delivered to shareholders.
(e) Unless the bylaws require otherwise, if an annual or special
shareholders' meeting is adjourned to a different date, time, or place,
notice need not be given of the new date, time, or place, if any, if the:
(1) new date, time, or place; and
(2) means of remote communication, if any, by which
shareholders may be considered to be present in person and vote
at the adjourned meeting;
are announced at the meeting before adjournment. If a new record date
for the adjourned meeting is or must be fixed under section 7 of this
chapter, however, notice of the adjourned meeting must be given under
this section to persons who are shareholders as of the new record date.
(f) A corporation may give notice of a shareholders' meeting under
this section by mailing the notice, postage prepaid, through the United
States Postal Service, using any class or form of mail, if:
(1) the shares to which the notice relates are of a class of
securities that is registered under the Exchange Act (as defined in
IC 23-1-43-9); and
(2) the notice and the related proxy or information statement
required under the Exchange Act (as defined in IC 23-1-43-9) are
available to the public, without cost or password, through the
corporation's Internet web site not fewer than thirty (30) days
before the shareholders' meeting.

Legislative History

As added by P.L.149-1986, SEC.13. Amended by P.L.178-2005, SEC.2; P.L.119-2015, SEC.12.