§ 28-13-5-8 — Notice of annual and special shareholders' meeting; prerequisites

Indiana § 28-13-5-8

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

Text

(a) A corporation shall notify shareholders of
the date, time, and place of each annual and special shareholders'
meeting not less than ten (10) or more than sixty (60) days before the
meeting date. Unless this article or the articles of incorporation require
otherwise, the corporation is required to give notice only to
shareholders entitled to vote at the meeting.
(b) Unless this article or the articles of incorporation require
otherwise, notice of an annual meeting need not include a description
of the purpose or purposes for which the meeting is called.
(c) Notice of a special meeting must include a description of the
purpose or purposes for which the meeting is called.
(d) If not otherwise fixed under section 11 of this chapter, the record
date for determining shareholders entitled to notice of and to vote at an
annual or special shareholders' meeting is the close of business on the
day before the first notice is delivered to shareholders.
(e) This subsection applies only to a corporation that is a building
and loan association or a mutual savings bank. Notice of the annual or
a special meeting of the shareholders may be given by publication of
the notice. Notice under this subsection must satisfy all of the
following:
(1) The notice must be published one (1) time at least ten (10)
days before the date of the meeting.
(2) The notice must be published in one (1) of the following:
(A) A newspaper of general circulation in the city or town in
which the principal office of the corporation is located.
(B) If publication cannot be made under clause (A), publication
in a newspaper of general circulation in the county in which the
principal office of the corporation is located.
(C) If publication cannot be made under clause (A) or (B),
publication in a newspaper published closest to the location of
the principal office of the corporation.

Legislative History

As added by P.L.14-1992, SEC.163. Amended by P.L.42-1993, SEC.93.