Sec. 19. (a) If the articles of incorporation provide for the adoption of the bylaws by the shareholders, members, or policyholders, the incorporators or a majority of them after the issuance of the certificate of authority, shall call a meeting of the shareholders, members, or policyholders for the purpose of adopting the bylaws, giving at least ten (10) days' notice by mail to each shareholder, member, or policyholder entitled to vote at the time and place of such meeting, unless the giving of such notice be waived in writing by any or all of such shareholders, members, or policyholders, in which case notice shall be given only to such shareholders, members, or policyholders who have not so waived such notice. Such shareholders, members, or policyholders shall meet at the time and place designated and shall adopt the bylaws. After the adoption of such bylaws, the directors named in the articles of incorporation as the first board of directors shall meet at the call of a majority thereof and shall elect officers and transact such other business as may properly come before such board.
(b) If the articles of incorporation do not provide for the adoption of the bylaws by the shareholders, members, or policyholders, then, after the issuance of the certificate of authority, the directors named in the articles as the first board of directors shall meet at the call of a majority thereof, adopt the bylaws, elect officers, and transact such other business as may properly come before such board.
Formerly: Acts 1935, c.162, s.78. As amended by P.L.252-1985, SEC.24.
Structure Indiana Code
Article 1. Department of Insurance
Chapter 6. Formation of Domestic Companies
27-1-6-1. Authority to Incorporate; Excluded Kinds of Insurance
27-1-6-2. Applicable Rights, Powers, Privileges, Duties, Obligations, and Liabilities
27-1-6-3. Names; Required and Prohibited Words; Similarity of Names; Change of Name
27-1-6-4. Articles of Incorporation; Contents
27-1-6-5. Publication of Notice of Intention to Organize
27-1-6-6. Articles of Incorporation; Form; Execution
27-1-6-7. Articles of Incorporation; Submission to Department; Proof of Publication
27-1-6-8. Articles of Incorporation; Approval or Disapproval by Department
27-1-6-9. Articles of Incorporation; Submission to Attorney General
27-1-6-10. Articles of Incorporation; Submission to Secretary of State; Filing
27-1-6-12. Commencement of Corporate Existence; Powers
27-1-6-13. Requirements for Commencing Business or Incurring Indebtedness; Liability for Violations
27-1-6-14. Stock Companies; Capital Stock and Surplus Requirements
27-1-6-15. Mutual Companies; Initial Subscriptions and Premiums; Deposits; Surplus
27-1-6-16. Extension of Charter Powers and Licenses; Limitation of Actions
27-1-6-18. Certificate of Authority; Issuance; Recording