28-13-17-2. “Financial Subsidiary” Defined
Sec. 2. As used in this chapter, “financial subsidiary” means a foreign or domestic corporation or limited liability company that is controlled by one (1) or more financial institutions that engages in a financial subsidiary activity. As added by P.L.63-2001, SEC.28 and P.L.134-2001, SEC.30.
28-13-17-3. “Financial Subsidiary Activity” Defined
Sec. 3. As used in this chapter, “financial subsidiary activity” means: (1) an activity that has been authorized for a financial subsidiary of a national bank under 12 U.S.C. 24a and that may be conducted by a national bank only through a financial subsidiary; or (2) an activity that has been determined by the department […]
28-13-14-17. Restated Articles of Incorporation; Certification
Sec. 17. The department and the secretary of state may certify restated articles of incorporation, as the articles of incorporation currently in effect, without including the certificate information required by section 14(d) of this chapter. As added by P.L.14-1992, SEC.163.
28-13-14-18. Effect of Amendment on Existing Rights, Causes of Action, and Proceedings
Sec. 18. (a) An amendment to articles of incorporation does not affect the following: (1) A cause of action existing against or in favor of the corporation. (2) A proceeding to which the corporation is a party. (3) The preexisting rights of persons other than shareholders of the corporation. (b) An amendment changing a corporation’s […]
28-13-15-1. Authority to Amend or Repeal
Sec. 1. Unless the articles of incorporation provide otherwise, only a corporation’s board of directors may amend or repeal the corporation’s bylaws. As added by P.L.14-1992, SEC.163.
28-13-15-2. Greater Quorum or Voting Requirements; Shareholders Meeting; Directors Prohibited From Action
Sec. 2. (a) If expressly authorized by the articles of incorporation, the shareholders may adopt or amend a bylaw that fixes a greater quorum or voting requirement for shareholders or voting groups of shareholders than is required by this article. (b) A bylaw that fixes a greater quorum or voting requirement for shareholders under subsection […]
28-13-15-3. Greater Quorum or Voting Requirements; Directors Meeting; Voting Requisites
Sec. 3. (a) A bylaw that fixes a greater than majority quorum or voting requirement for action by the board of directors may be amended or repealed: (1) if originally adopted by the shareholders, only by the shareholders; or (2) if originally adopted by the board of directors, only by the board of directors. (b) […]
28-13-14-7. Vote Required
Sec. 7. Unless this article, the articles of incorporation, or the board of directors acting under section 5 of this chapter requires a greater vote or a vote by voting groups, the amendment to be adopted must be approved by: (1) a majority of the votes entitled to be cast on the amendment by any […]
28-13-16-1. “Qualifying Subsidiary” Defined
Sec. 1. As used in this chapter, “qualifying subsidiary” means a foreign or domestic corporation or limited liability company in which a financial institution has more than fifty percent (50%) ownership. As added by P.L.215-1999, SEC.10.
28-13-14-8. Voting by Class or a Series of Shares
Sec. 8. (a) The holders of the outstanding shares of a class are entitled to vote as a separate voting group if shareholder voting is otherwise required by this article on a proposed amendment if the amendment would: (1) increase or decrease the aggregate number of authorized shares of the class; (2) effect an exchange […]