Sec. 15. (a) The indemnification and advance for expenses provided for or authorized by this chapter does not exclude any other rights to indemnification and advance for expenses that a person may have under: (1) a corporation's articles of incorporation or bylaws; (2) a resolution of the board of directors or of the shareholders; or (3) any other authorization, whenever adopted, after notice, by a majority vote of all the voting shares then issued and outstanding. (b) If the articles of incorporation, bylaws, resolutions of the board of directors or of the shareholders, or other duly adopted authorization of indemnification or advance for expenses limit indemnification or advance for expenses, indemnification and advance for expenses are valid only to the extent consistent with the articles, bylaws, resolution of the board of directors or of the shareholders, or other duly adopted authorization of indemnification or advance for expenses. (c) This chapter does not limit a corporation's power to pay or reimburse expenses incurred by a director, officer, employee, or agent in connection with the person's appearance as a witness in a proceeding at a time when the person has not been made a named defendant or respondent to the proceeding. IC 23-1-38 Chapter 38. Amendment of Articles of Incorporation 23-1-38-1 Required and permitted changes; vested property rights 23-1-38-2 Amendments by board of directors without shareholder action 23-1-38-3 Proposal of amendment for submission to shareholders; procedure for adoption 23-1-38-4 Voting by shareholders 23-1-38-5 Corporation not yet issuing shares; adoption of amendments by board of directors 23-1-38-6 Filing articles of amendment 23-1-38-7 Restated articles of incorporation 23-1-38-8 Court-ordered reorganization; articles of amendment; dissenters' rights; application of section 23-1-38-9 Effect of amendment
‹ Prev All Indiana sections Next ›
Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.