23-1-43-22. Election Not to Be Covered by This Chapter; Application of Chapter
Sec. 22. This chapter does not apply to any business combination of a resident domestic corporation: (1) the original articles of incorporation of which contain a provision expressly electing not to be governed by this chapter; (2) that, before the earlier of: (A) September 1, 1987; or (B) thirty (30) days after the date specified […]
23-1-43-23. Inadvertent Interested Shareholder; Application of Chapter
Sec. 23. This chapter does not apply to any business combination of a resident domestic corporation with an interested shareholder of the resident domestic corporation who became an interested shareholder inadvertently, if the interested shareholder: (1) as soon as practicable, divests itself of a sufficient amount of the voting shares of the corporation so that […]
23-1-43-24. Interested Shareholder on January 7, 1986; Application of Chapter
Sec. 24. This chapter does not apply to any business combination with an interested shareholder who was an interested shareholder on January 7, 1986. As added by P.L.149-1986, SEC.27.
23-1-43-13. “Resident Domestic Corporation” Defined
Sec. 13. (a) As used in this chapter, “resident domestic corporation” means a corporation that has one hundred (100) or more shareholders. (b) A resident domestic corporation does not cease to be a resident domestic corporation by reason of events occurring or actions taken while the resident domestic corporation is subject to this chapter. As […]
23-1-43-14. “Share” Defined
Sec. 14. As used in this chapter, “share” means: (1) any share or similar security, any certificate of interest, any participation in any profit sharing agreement, any voting trust certificate, or any certificate of deposit for a share; and (2) any security convertible, with or without consideration, into shares, or any warrant, call, or other […]
23-1-43-15. “Share Acquisition Date” Defined
Sec. 15. As used in this chapter, “share acquisition date”, with respect to any person and any resident domestic corporation, means the date that the person first becomes an interested shareholder of the resident domestic corporation. As added by P.L.149-1986, SEC.27.
23-1-43-16. “Subsidiary” Defined
Sec. 16. As used in this chapter, “subsidiary” of any resident domestic corporation means any other corporation of which a majority of the outstanding voting shares entitled to be cast are owned (directly or indirectly) by the resident domestic corporation. As added by P.L.149-1986, SEC.27. Amended by P.L.5-1988, SEC.123.
23-1-43-17. “Voting Shares” Defined
Sec. 17. As used in this chapter, “voting shares” means shares of capital stock of a corporation entitled to vote generally in the election of directors. As added by P.L.149-1986, SEC.27.
23-1-43-18. Business Combination With Interested Shareholder Within Five Years of Share Acquisition Date
Sec. 18. (a) Notwithstanding any other provision of this article (except sections 20 through 24 of this chapter), a resident domestic corporation may not engage in any business combination with any interested shareholder of the resident domestic corporation for a period of five (5) years following the interested shareholder’s share acquisition date unless the business […]
23-1-43-19. Business Combination With Interested Shareholder; Requirements
Sec. 19. Notwithstanding any other provision of this article (except sections 18 and 20 through 24 of this chapter), a resident domestic corporation may not engage at any time in any business combination with any interested shareholder of the resident domestic corporation other than a business combination meeting all requirements of the articles of incorporation […]