§ 28-13-5-6 — Action taken without meeting; consent of voting shareholders

Indiana § 28-13-5-6

• Jurisdiction: Indiana
• Art. 13: CORPORATE GOVERNANCE
• Ch. 5: Meetings of Shareholders

Text

(a) Action required or permitted by this article
to be taken at a shareholders' meeting may be taken without a meeting
if the action is taken by all the shareholders entitled to vote on the
action. The action must be evidenced by at least one (1) written consent
describing the action taken, signed by all the shareholders entitled to
vote on the action, and delivered to the corporation for inclusion in the
minutes or filing with the corporation records.
(b) If not otherwise determined under section 11 of this chapter, the
record date for determining shareholders entitled to take action without
a meeting is the date the first shareholder signs the consent under
subsection (a).
(c) Action taken under this section is effective when the last
shareholder signs the consent, unless the consent specifies a different
prior or subsequent effective date.
(d) A consent signed under this section has the effect of a meeting
vote and may be described as such in any document.

Legislative History

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