Indiana § 23-1-39-3 Bylaw fixing greater than majority quorum or voting requirement;
amendment or repeal

Indiana Statutes

§ 23-1-39-3 — Bylaw fixing greater than majority quorum or voting requirement; amendment or repeal

Indiana § 23-1-39-3

Title 23BUSINESS AND OTHER ASSOCIATIONS

Art. 1INDIANA BUSINESS CORPORATION LAW

Ch. 39Amendment of Bylaws

This text of Indiana § 23-1-39-3 (Bylaw fixing greater than majority quorum or voting requirement; amendment or repeal) is published on Counsel Stack Legal Research, covering Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Ind. Code § 23-1-39-3 (2026).

Text

(a)A bylaw that fixes a greater than majority quorum or voting requirement for action by the board of directors may be amended or repealed:

(1)if originally adopted by the shareholders, only by the shareholders; or

(2)if originally adopted by the board of directors, only by the board of directors.

(b)A bylaw adopted or amended by the shareholders that fixes a greater than majority quorum or voting requirement for action by the board of directors may provide that it may be amended or repealed only by a specified vote of either the shareholders or the board of directors.

(c)Action by the board of directors under subsection (a)(2) to adopt or amend a bylaw that changes the quorum or voting requirement for action by the board of directors must meet the same quorum requirement and be adopt

Free access — add to your briefcase to read the full text and ask questions with AI

(a) A bylaw that fixes a greater than majority
quorum or voting requirement for action by the board of directors may
be amended or repealed:
(1) if originally adopted by the shareholders, only by the
shareholders; or
(2) if originally adopted by the board of directors, only by the
board of directors.
(b) A bylaw adopted or amended by the shareholders that fixes a
greater than majority quorum or voting requirement for action by the
board of directors may provide that it may be amended or repealed only
by a specified vote of either the shareholders or the board of directors.
(c) Action by the board of directors under subsection (a)(2) to adopt
or amend a bylaw that changes the quorum or voting requirement for
action by the board of directors must meet the same quorum
requirement and be adopted by the same vote required to take action
under the quorum and voting requirement then in effect or proposed to
be adopted, whichever is greater.