Indiana § 28-13-2-4 Pro rata shares; share dividend or split; record date of dividend

Indiana Statutes

§ 28-13-2-4 — Pro rata shares; share dividend or split; record date of dividend

Indiana·Art. 13 CORPORATE GOVERNANCE·Ch. 2 Issuance of Shares

(a)Unless the articles of incorporation provide otherwise, shares may be issued pro rata and without consideration to the corporation's shareholders or to the shareholders of at least one (1) class or series. An issuance of shares under this subsection may be in the form of a share dividend or a share split, but shall be considered a share dividend for purposes of this article.

(b)Shares of one (1) class or series may not be issued as a share dividend in respect of shares of another class or series unless:

(1)the articles of incorporation so authorize;

(2)a majority of the votes entitled to be cast by the class or series to be issued approve the issue; or

(3)there are no outstanding shares of the class or series to be issued.

(c)If the board of directors does not fix the record date

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(a) Unless the articles of incorporation provide
otherwise, shares may be issued pro rata and without consideration to
the corporation's shareholders or to the shareholders of at least one (1)
class or series. An issuance of shares under this subsection may be in
the form of a share dividend or a share split, but shall be considered a
share dividend for purposes of this article.
(b) Shares of one (1) class or series may not be issued as a share
dividend in respect of shares of another class or series unless:
(1) the articles of incorporation so authorize;
(2) a majority of the votes entitled to be cast by the class or series
to be issued approve the issue; or
(3) there are no outstanding shares of the class or series to be
issued.
(c) If the board of directors does not fix the record date for
determining shareholders entitled to a share dividend, the record date
is the date the board of directors authorizes the share dividend.

Indiana § 28-13-2-4 (Pro rata shares; share dividend or split; record date of dividend) — published by Counsel Stack Legal Research, free access to 12M+ legal documents.