§ 28-13-2-6 — Share certificates; contents; requisites; validity of signature

Indiana § 28-13-2-6

• Jurisdiction: Indiana
• Art. 13: CORPORATE GOVERNANCE
• Ch. 2: Issuance of Shares

Text

(a) Shares may be represented by certificates.
Unless this article or another statute expressly provides otherwise, the
rights and obligations of shareholders of the same class or series of
shares are identical whether or not the shares are represented by
certificates.
(b) At a minimum each share certificate must state on the certificate
face the following:
(1) The name of the issuing corporation and that the corporation
is organized under Indiana law.
(2) The name of the person to whom issued.
(3) The number and class of shares and the designation of the
series, if any, the certificate represents.
(c) If the issuing corporation is authorized to issue different classes
of shares or different series within a class:
(1) the designations, relative rights, preferences, and limitations
applicable to each class and the variations in rights, preferences,
and limitations determined for each series and the authority of the
board of directors to determine variations for future series must
be summarized on the front or back of each certificate; or
(2) each certificate may state conspicuously on the front or back
that the corporation will furnish the shareholder this information
on request in writing and without charge.
(d) Each share certificate:
(1) must be signed either manually or in facsimile by at least two
(2) officers designated in the bylaws or by the board of directors;
and
(2) may bear the seal or a facsimile of the seal of the corporation.
(e) If the person who signed either manually or in facsimile a share
certificate no longer holds office when the certificate is issued, the
certificate remains valid.

Legislative History

As added by P.L.14-1992, SEC.163. Amended by P.L.79-1998, SEC.89.