Indiana § 28-12-8-2 Liability of officers and directors for unauthorized business; dissenters;
exemption

Indiana Statutes

§ 28-12-8-2 — Liability of officers and directors for unauthorized business; dissenters; exemption

Indiana § 28-12-8-2

Art. 12FORMATION OF BANKS, TRUST COMPANIES,

Ch. 8Business of Corporation

This text of Indiana § 28-12-8-2 (Liability of officers and directors for unauthorized business; dissenters; exemption) 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 § 28-12-8-2 (2026).

Text

If a corporation transacts any business in
violation of section 1 of this chapter, the officers and directors of the
corporation, upon learning of the action, are jointly and severally liable
for the debts or liabilities of the corporation so incurred or arising from
the transactions. The liability imposed by this section does not apply to
those officers and directors who dissented to the action and caused
their written dissent to be filed in the principal office of the
corporation.

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If a corporation transacts any business in
violation of section 1 of this chapter, the officers and directors of the
corporation, upon learning of the action, are jointly and severally liable
for the debts or liabilities of the corporation so incurred or arising from
the transactions. The liability imposed by this section does not apply to
those officers and directors who dissented to the action and caused
their written dissent to be filed in the principal office of the
corporation.