Indiana § 28-13-6-2 Voting of shares

Indiana Statutes

§ 28-13-6-2 — Voting of shares

Indiana § 28-13-6-2

Art. 13CORPORATE GOVERNANCE

Ch. 6Voting by Shareholders

This text of Indiana § 28-13-6-2 (Voting of shares) is published on Counsel Stack Legal Research, covering Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Ind. Code § 28-13-6-2 (2026).

Text

(a)Except as provided in subsections (b), (c),

(d), and (e) or unless the articles of incorporation provide otherwise, each outstanding share, regardless of class, is entitled to one (1) vote on each matter voted on at a shareholders' meeting.

(b)Absent special circumstances, the shares of a corporation are not entitled to vote if the shares are owned, directly or indirectly, by a second corporation, domestic or foreign, and the corporation owns, directly or indirectly, a majority of the shares entitled to vote for directors of the second corporation.

(c)Subsection (b) does not limit the power of a corporation to vote any shares, including its own shares, held by the corporation in or for an employee benefit plan or in any other fiduciary capacity.

(d)Redeemable shares are not entitled

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(a) Except as provided in subsections (b), (c),
(d), and (e) or unless the articles of incorporation provide otherwise,
each outstanding share, regardless of class, is entitled to one (1) vote
on each matter voted on at a shareholders' meeting.
(b) Absent special circumstances, the shares of a corporation are not
entitled to vote if the shares are owned, directly or indirectly, by a
second corporation, domestic or foreign, and the corporation owns,
directly or indirectly, a majority of the shares entitled to vote for
directors of the second corporation.
(c) Subsection (b) does not limit the power of a corporation to vote
any shares, including its own shares, held by the corporation in or for
an employee benefit plan or in any other fiduciary capacity.
(d) Redeemable shares are not entitled to vote after notice of
redemption is mailed to the holders and a sum sufficient to redeem the
shares has been deposited with a corporation, trust company, or other
financial institution under an irrevocable obligation to pay the holders
the redemption price on surrender of the shares.
(e) A mutual savings association or mutual savings bank may
establish the rights of its voting parties in its articles of incorporation
or articles of conversion.
(f) A member or a shareholder of a mutual savings bank or a mutual
savings association that has not established the rights of its voting
parties under subsection (e) is entitled at a members' or shareholders'
meeting to cast one (1) vote for each one hundred dollars ($100) or
fraction of one hundred dollars ($100) of the total amount paid on all
deposits in the member's name or all shares standing in the
shareholder's name on the books of the mutual savings bank or mutual
savings association. Each borrowing member is entitled to cast one (1)
vote as a borrower. A person may not, except as proxy, cast more than
fifty (50) votes at an election held by the mutual savings bank or
mutual savings association.

Legislative History

As added by P.L.14-1992, SEC.163. Amended by P.L.42-1993, SEC.94; P.L.176-1996, SEC.29; P.L.192-1997, SEC.27; P.L.79-1998, SEC.90; P.L.215-1999, SEC.9.