Sec. 8. (a) A corporation's articles of incorporation may be amended without action by the board of directors or shareholders to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under federal statute if the articles of incorporation after amendment contain only provisions required or permitted by IC 23-1-21-2.
(b) The individual or individuals designated by the court shall deliver to the secretary of state for filing articles of amendment setting forth:
(1) the name of the corporation;
(2) the text of each amendment approved by the court;
(3) the date of the court's order or decree approving the articles of amendment;
(4) the title of the reorganization proceeding in which the order or decree was entered; and
(5) a statement that the court had jurisdiction of the proceeding under federal statute.
(c) Shareholders of a corporation undergoing reorganization do not have dissenters' rights except as provided in the reorganization plan.
(d) This section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.
As added by P.L.149-1986, SEC.22.
Structure Indiana Code
Title 23. Business and Other Associations
Article 1. Indiana Business Corporation Law
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