§ 23-1-38-8 — Court-ordered reorganization; articles of amendment; dissenters' rights; application of section

(a) A corporation's articles of incorporation
may be amended without action by the board of directors or
shareholders to carry out a plan of reorganization ordered or decreed
by a court of competent jurisdiction under federal statute if the articles
of incorporation after amendment contain only provisions required or
permitted by IC 23-1-21-2.
(b) The individual or individuals designated by the court shall
deliver to the secretary of state for filing articles of amendment setting
forth:
(1) the name of the corporation;
(2) the text of each amendment approved by the court;
(3) the date of the court's order or decree approving the articles of
amendment;
(4) the title of the reorganization proceeding in which the order or
decree was entered; and
(5) a statement that the court had jurisdiction of the proceeding
under federal statute.
(c) Shareholders of a corporation undergoing reorganization do not
have dissenters' rights except as provided in the reorganization plan.
(d) This section does not apply after entry of a final decree in the
reorganization proceeding even though the court retains jurisdiction of
the proceeding for limited purposes unrelated to consummation of the
reorganization plan.

Legislative History

As added by P.L.149-1986, SEC.22.