§ 27-1-11-6 — Filing copy of articles; cancellation of certificate of authority; recording articles; exercise of new powers

(a) The corporation shall then file a certified
copy of the articles of reorganization with the department and present
to the department its certificate of authority issued or renewed under IC 27-1-6-18 for cancellation. The department shall file the certified copy
of articles of reorganization and shall cancel the said certificate of
authority and endorse the cancellation thereon, and issue a new
certificate of authority to the corporation under the provisions of IC 27-1-6-18.
(b) The corporation shall then file for record with the county
recorder of the county in which the principal office of the corporation
is located, one (1) of the triplicate copies of the articles of
reorganization bearing the endorsement of the approval of the secretary
of state as provided for in section 5 of this chapter.
(c) A corporation which is reorganized in accordance with the
provisions of this chapter shall not exercise any new power, right, or
authority conferred by, or take any action pursuant to, such
reorganization until subsections (a) and (b) have been complied with.
If a corporation exercises any such new power, right, or authority or
takes any such action in violation of this section, the officers and
directors who participated in the exercise or action in violation of this
section shall be severally liable for any debts or liabilities of the
corporation incurred by the exercise or action or arising from the
exercise or action.
Formerly: Acts 1935, c.162, s.144. As amended by
P.L.252-1985, SEC.57; P.L.136-2018, SEC.156.