§ 23-17-17-9 — Articles of restatement; delivery to secretary of state; statements required to be included; effect of restated articles; certification by secretary of state

Indiana § 23-17-17-9

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 17: NONPROFIT CORPORATIONS
• Ch. 17: Amendment of Articles of Incorporation

Text

(a) A corporation restating the corporation's
articles of incorporation shall deliver to the secretary of state articles
of restatement setting forth the name of the corporation and the text of
the restated articles of incorporation together with a certificate setting
forth the following:
(1) Whether the restatement contains an amendment to the
articles of incorporation requiring approval by the members or
another person other than the board of directors and, if the
restatement does not, that the board of directors adopted the
restatement.
(2) If the restatement contains an amendment to the articles of
incorporation requiring approval by the members, the information
required under section 7 of this chapter.
(3) If the restatement contains an amendment to the articles of
incorporation requiring approval by a person whose approval is
required under section 1 of this chapter, a statement that the
approval was obtained.
(b) The restatement of articles of incorporation must include all
statements required to be included in original articles of incorporation
except that no statement is required to be made with respect to the
following:
(1) The names and addresses of the incorporators or the initial or
present registered office or agent.
(2) The mailing address of the corporation if a biennial report has
been filed with the secretary of state.
(c) Duly adopted restated articles of incorporation supersede the
original articles of incorporation and all amendments to the original
articles of incorporation.
(d) The secretary of state may certify restated articles of
incorporation as the articles of incorporation currently in effect without
including the certificate information required under subsection (a).

Legislative History

As added by P.L.179-1991, SEC.1. Amended by P.L.1-1992, SEC.124; P.L.119-2015, SEC.54.