Sec. 5. (a) A corporation, acting through its board of directors, may create or issue rights, options, or warrants for the purchase of shares or other securities of the corporation or any successor in interest of the corporation. The board of directors shall determine the terms upon which the rights, options, or warrants are issued, their form and content, and the consideration for which the shares or other securities are to be issued. The rights, options, or warrants may be issued with or without consideration, and may (but need not) be issued pro rata.
(b) The terms and conditions of the rights, options, or warrants, including the rights, options, or warrants outstanding on July 1, 2009, may include, without limitation, restrictions or conditions that:
(1) preclude or limit the exercise, transfer, or receipt of the rights, options, or warrants by:
(A) a person owning or offering to acquire a specified number or percentage of the outstanding shares or other securities of the corporation; or
(B) a transferee of the person described in clause (A); or
(2) invalidate or void the rights, options, or warrants held by the person described in subdivision (1)(A) or a transferee described in subdivision (1)(B).
As added by P.L.149-1986, SEC.10. Amended by P.L.133-2009, SEC.17.
Structure Indiana Code
Title 23. Business and Other Associations
Article 1. Indiana Business Corporation Law
Chapter 26. Issuance of Shares
23-1-26-1. Subscription Agreements
23-1-26-3. Shareholder Liability
23-1-26-4. Share Dividends and Share Splits
23-1-26-5. Rights, Options, or Warrants
23-1-26-6. Certificates; Contents; Signatures
23-1-26-7. Issuance of Shares Without Certificates
23-1-26-8. Restrictions on Transfer or Registration of Transfer of Shares
23-1-26-9. Expenses Payable From Consideration Received for Shares