Sec. 15. (a) The indemnification and advance for expenses provided for or authorized by this chapter does not exclude other rights to indemnification and advance for expenses that a person may have under the following: (1) A corporation's articles of incorporation or bylaws. (2) A resolution of the board of directors or of the members. (3) Any other authorization, whenever adopted after notice, by a majority vote of all the voting members of the corporation. (b) If: (1) articles of incorporation; (2) bylaws; (3) resolutions of the board of directors or of the members; or (4) 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 of incorporation, bylaws, or resolution of the board of directors or of the members, 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, an officer, an employee, or an 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 respondent to the proceeding. IC 23-17-17 Chapter 17. Amendment of Articles of Incorporation 23-17-17-1 Written approval by specified person 23-17-17-2 Termination, redemption, or cancellation of members or class of members of public benefit or mutual benefit corporation 23-17-17-3 Adding or changing required or permitted provision; deleting provision not required 23-17-17-4 Adoption by board of directors without member approval; amendments adopted by incorporators 23-17-17-5 Approval by board of directors, members, and person whose approval is required; initiation of amendment by board of directors; approval at membership meeting; notice; approval by written consent or ballot; amendment summary 23-17-17-6 Public benefit, mutual benefit, or religious corporation; vote by members of class 23-17-17-7 Delivery to secretary of state of articles of amendment; amendment changing corporate name 23-17-17-8 Restatement of articles of incorporation; amendment of articles included in restatement; approval 23-17-17-9 Articles of restatement; delivery to secretary of state; statements required to be included; effect of restated articles; certification by secretary of state 23-17-17-10 Amendment of articles of incorporation to carry out reorganization plan 23-17-17-11 Rights, claims, proceedings, and limitations not affected by amendment to articles or by change of corporate name
‹ 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.