Sec. 1. A director shall, based on facts then known to the director, discharge the duties of a director, including the director's duties as a member of a committee:
(1) in good faith;
(2) with the care an ordinarily prudent person in a like position would exercise under similar circumstances; and
(3) in a manner the director reasonably believes to be in the best interests of the corporation.
As added by P.L.14-1992, SEC.163.
Structure Indiana Code
Title 28. Financial Institutions
Article 13. Corporate Governance
Chapter 11. Standards of Conduct for Directors
28-13-11-1. Discharge of Duties; Good Faith; Ordinary Prudence; Best Interests of Corporation
28-13-11-2. Right to Rely on Data and Other Information; Financial Statements and Data
28-13-11-3. Bad Faith; Knowledge Making Reliance on Information Unwarranted
28-13-11-4. Best Interests of Corporation; Factors Considered
28-13-11-5. Exemption From Personal Liability; Inapplicability in Departmental Proceedings
28-13-11-6. Legislative Intent; Business Judgment and Discretion of Directors; Corporate Takeovers
28-13-11-8. Disinterested Persons; Director or Shareholder of Corporation
28-13-11-10. Unlawful Distribution; Liability of Director; Right to Contribution