§ 28-13-1-4 — Series of shares; distinguishing designation; other rights and preferences; articles of amendment

Indiana § 28-13-1-4

• Jurisdiction: Indiana
• Art. 13: CORPORATE GOVERNANCE
• Ch. 1: Shares Generally

Text

(a) If the articles of incorporation so provide,
the board of directors may create at least one (1) series, and may
determine, in whole or in part, the preferences, limitations, and relative
voting and other rights within the limits set forth in sections 1 through
3 of this chapter of the following:
(1) Any class of shares before the issuance of any shares of that
class.
(2) At least one (1) series within a class before the issuance of any
shares of that series.
(b) Each series of a class must be given a distinguishing
designation.
(c) All shares of a series must have preferences, limitations, and
relative rights identical with those of other shares of the same series
and, except to the extent otherwise provided in the description of the
series, with those of other series of the same class.
(d) Before issuing shares of a class or series that has the
preferences, limitations, and relative voting and other rights determined
under this section, the corporation must prepare articles of amendment,
which are effective without shareholder action, that set forth the
following:
(1) The name of the corporation.
(2) The text of the amendment determining the terms of the class
or series of shares.
(3) The date the articles of amendment are adopted.
(4) A statement that the amendment was adopted by the board of
directors.
(e) The articles of amendment shall be presented to the director for
approval and filed with the secretary of state as provided in IC 28-13-14 before the shares are issued.

Legislative History

As added by P.L.14-1992, SEC.163.