Indiana § 28-13-11-8 Disinterested persons; director or shareholder of corporation

Indiana Statutes

§ 28-13-11-8 — Disinterested persons; director or shareholder of corporation

Indiana·Art. 13 CORPORATE GOVERNANCE·Ch. 11 Standards of Conduct for Directors

(a)For the purposes of section 7 of this chapter, a director is disinterested if:

(1)the director does not have a conflict of interest, within the meaning of section 9(a) of this chapter, in connection with the action or recommendation in question;

(2)in connection with matters described in IC 28-13-8 the director is disinterested (as defined in IC 28-13-8-4(d)); and

(3)in connection with any matter involving or otherwise affecting a transaction under IC 28-1-7, IC 28-1-8, or IC 28-3-2 that would result in a change of the person or persons that have control (as defined in IC 28-2-14-6) over the corporation if the director is not an employee of the corporation or an affiliate or associate of or was not nominated or designated as a director by a person proposing the transaction.

(b)A pe

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(a) For the purposes of section 7 of this
chapter, a director is disinterested if:
(1) the director does not have a conflict of interest, within the
meaning of section 9(a) of this chapter, in connection with the
action or recommendation in question;
(2) in connection with matters described in IC 28-13-8 the
director is disinterested (as defined in IC 28-13-8-4(d)); and
(3) in connection with any matter involving or otherwise affecting
a transaction under IC 28-1-7, IC 28-1-8, or IC 28-3-2 that would
result in a change of the person or persons that have control (as
defined in IC 28-2-14-6) over the corporation if the director is not
an employee of the corporation or an affiliate or associate of or
was not nominated or designated as a director by a person
proposing the transaction.
(b) A person may be disinterested under this section even though the
person is a director or shareholder of the corporation.

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