Ind. Code § 23-14-66-1 — Indiana Code / Title 23 / Article 14 / Chapter 66 / Section 23-14-66-1
Petitions for additional care and maintenance for cemetery
Status: in_force

Sec. 1. If:

(1) a petition is presented to the legislative body of a third class city or town at a regular meeting of the legislative body;

(2) the petition is signed by at least ten percent (10%) of the freeholders and taxpayers of the city or town; and

(3) the petition states that:

(A) a cemetery lies within one-half (1/2) mile of the corporate limits of the city or town;

(B) the cemetery is in need of additional care and maintenance;

(C) at least twenty-five percent (25%) of the burial lots in the cemetery are owned, maintained, and cared for, in whole or in part, by freeholders in the city or town; and

(D) it would be in the best interests of the city or town for the city or town to provide additional care and maintenance for the cemetery;

the legislative body shall investigate the accuracy of the petition.

As added by P.L.52-1997, SEC.40.
Ind. Code § 23-0.5-2-10 — Indiana Code / Title 23 / Article 0.5 / Chapter 2 / Section 23-0.5-2-10
Failure to sign or deliver record; appeal
Status: in_force

Sec. 10. (a) If a person required by this article to sign or deliver a record to the secretary of state for filing under this article does not do so, any other person that is aggrieved may petition the circuit or superior court of the county where the entity's principal office (or, if none in Indiana, its registered office) is or will be located to order:

(1) the person to sign the record;

(2) the person to deliver the record to the secretary of state for filing; or

(3) the secretary of state to file the record unsigned.

(b) If the petitioner under subsection (a) is not the entity to which the record pertains, the petitioner shall make the entity a party to the action.

(c) A record filed under subsection (a)(3) is effective without being signed.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-18-9-1.1 — Indiana Code / Title 23 / Article 18 / Chapter 9 / Section 23-18-9-1.1
Circumstances requiring dissolution; companies formed after June 30, 1999
Status: in_force

Sec. 1.1. (a) A limited liability company formed under this article after June 30, 1999, is governed by this section.

(b) A limited liability company is dissolved and the limited liability company's affairs must be wound up when the first of the following occurs:

(1) At the time or on the occurrence of events specified in writing in the articles of organization or operating agreement.

(2) Subject to IC 23-18-4-4(a)(4)(A), for a limited liability company:

(A) formed under this article after June 30, 2013, the unanimous consent of the members, unless a written operating agreement provides that dissolution may be authorized by the vote of members holding fewer than all the interests in the limited liability company or holding fewer than all interests in one (1) or more classes of members; or

(B) formed under this article after June 30, 1999, and before July 1, 2013, if there is:

(i) one (1) class or group of members, written consent of two-thirds (2/3) in interest of the members; or

(ii) more than one (1) class or group of members, written consent of two-thirds (2/3) in interest of each class or group of members.

(3) Entry of a decree of judicial dissolution under section 2 of this chapter.

(c) Except as provided in IC 23-18-6-4.1(c), upon the death of the member of a limited liability company that had one (1) member, a limited liability company is dissolved and the limited liability company's affairs must be wound up if there are no members. However, this subsection does not apply if, under a provision in the operating agreement, not more than ninety (90) days after the occurrence of the event that caused the last remaining member to cease to be a member, either:

(1) the personal representative of the last remaining member agrees in writing:

(A) to continue the business of the limited liability company; and

(B) to the admission of the personal representative or the personal representative's nominee or designee to the limited liability company as a member; or

(2) a member is admitted to the limited liability company in the manner provided for in the operating agreement specifically for the admission of a member to the limited liability company after the last remaining member ceases to be a member;

effective as of the time of the event that caused the last remaining member to cease to be a member.

As added by P.L.269-1999, SEC.15. Amended by P.L.130-2006, SEC.32; P.L.40-2013, SEC.12; P.L.99-2024, SEC.6.
Ind. Code § 23-0.5-9-35 — Indiana Code / Title 23 / Article 0.5 / Chapter 9 / Section 23-0.5-9-35
Articles of correction
Status: in_force

Sec. 35. The secretary of state shall collect the following fees for filing articles of correction:

(1) Twenty dollars ($20) for an electronic filing.

(2) Thirty dollars ($30) for filing in a manner other than electronically.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-17-2-11 — Indiana Code / Title 23 / Article 17 / Chapter 2 / Section 23-17-2-11
"Domestic corporation"
Status: in_force

Sec. 11. (a) "Domestic corporation" means a public benefit, mutual benefit, or religious corporation incorporated under or subject to this article.

(b) The term does not include a foreign corporation.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-1-37-14 — Indiana Code / Title 23 / Article 1 / Chapter 37 / Section 23-1-37-14
Insurance against liability
Status: in_force

Sec. 14. A corporation may purchase and maintain insurance on behalf of an individual who is or was a director, officer, employee, or agent of the corporation, or who, while a director, officer, employee, or agent of the corporation, is or was serving at the request of the corporation as a director, officer, partner, member, manager, trustee, employee, or agent of another foreign or domestic corporation, partnership, limited liability company, joint venture, trust, employee benefit plan, or other enterprise, against liability asserted against or incurred by the individual in that capacity or arising from the individual's status as a director, officer, member, manager, employee, or agent, whether or not the corporation would have power to indemnify the individual against the same liability under section 8 or 9 of this chapter. The:

(1) corporation may purchase insurance under this section from; and

(2) insurance purchased under this section may be reinsured in whole or in part by;

an insurer that is owned by or otherwise affiliated with the corporation whether the insurer does or does not do business with other persons.

As added by P.L.149-1986, SEC.21. Amended by P.L.8-1993, SEC.300; P.L.8-1993, SEC.305; P.L.1-1994, SEC.116.
Ind. Code § 23-13-19-1 — Indiana Code / Title 23 / Article 13 / Chapter 19 / Section 23-13-19-1
Body corporate and politic; appointment of faculty; powers and duties
Status: in_force

Sec. 1. (a) Wabash College is a body corporate and politic that has perpetual succession.

(b) The board of trustees of Wabash College shall have power to appoint a faculty in said college consisting of a president, professors, and tutors, as the necessities of the institution may demand. The faculty so appointed, by and with the approbation of the board of trustees, shall have power to grant and confer such degrees in the liberal arts and sciences as are usually granted and conferred in other colleges in the United States. However, no degrees shall be conferred, or diplomas granted, except to students who have acquired the same proficiency in the liberal arts and sciences as is customary in other colleges in the United States.

(c) The board of trustees shall also have power to:

(1) contract, and be contracted with;

(2) acquire, hold, enjoy, and transfer property, real or personal, in their corporate capacity;

(3) have and use a common seal, and alter the same at pleasure;

(4) sue and be sued, plead and be impleaded, in any court of law or equity;

(5) receive and accept any grant, gift, donation, bequest or conveyance, by any person, company, or corporation of any property, real or personal: and hold and enjoy and dispose of the same as may be deemed best for the interests of said college;

(6) make, ordain, establish, and execute such bylaws, rules, and ordinances, not inconsistent with the Constitution and laws of the United States, or of this state, as they shall deem necessary for the welfare of said institution; and

(7) do all other acts in pursuance thereof necessary for the prosperity of said college.

Formerly: Acts 1834, c.18, s.1. As added by Acts 1982, P.L.146, SEC.3.
Ind. Code § 23-14-31-25 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-25
Inspection of records
Status: in_force

Sec. 25. Upon reasonable notice, the board may inspect all records relating to the registration and annual report of the crematory authority required to be filed under this chapter.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-14-65-11 — Indiana Code / Title 23 / Article 14 / Chapter 65 / Section 23-14-65-11
Transfer of control and management to board of cemetery regents; board members
Status: in_force

Sec. 11. (a) A city or town may, by ordinance, transfer the control and management of a cemetery to which this chapter applies to a board composed of four (4) residents of the municipality. Not more than two (2) of the residents appointed may be members of the same political party.

(b) Each board member appointed to the board established under subsection (a) must:

(1) own a lot in the cemetery or cemeteries to which this chapter applies; or

(2) be a freeholder of the municipality.

(c) The executive of the municipality shall appoint the members of the board established under subsection (a) to initial terms as follows:

(1) one (1) member for a term of one (1) year;

(2) one (1) member for a term of two (2) years;

(3) one (1) member for a term of three (3) years; and

(4) one (1) member for a term of four (4) years.

(d) Each member appointed under this section serves until the member's successor is appointed and qualified. After the initial term referred to in subsection (c), the member, if reappointed, or the member's successor serves for a term of four (4) years.

As added by P.L.52-1997, SEC.39.
Ind. Code § 23-1-26-9 — Indiana Code / Title 23 / Article 1 / Chapter 26 / Section 23-1-26-9
Expenses payable from consideration received for shares
Status: in_force

Sec. 9. A corporation may pay the expenses of selling or underwriting its shares, and of organizing or reorganizing the corporation, from the consideration received for shares.

As added by P.L.149-1986, SEC.10.
Ind. Code § 23-20-1-21 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-21
Recovery by claimant receiving assistance; refund to state of overpayment
Status: in_force

Sec. 21. If:

(1) an award is made under this chapter; and

(2) a claimant receives a sum required to be deducted under section 20(a) of this chapter;

the claimant shall refund to the state the amount of overpayment.

As added by P.L.114-2010, SEC.12.
Ind. Code § 23-1-20-28 — Indiana Code / Title 23 / Article 1 / Chapter 20 / Section 23-1-20-28
"Voting group"
Status: in_force

Sec. 28. "Voting group" means all shares of one (1) or more classes or series that under the articles of incorporation or this article are entitled to vote and be counted together collectively on a matter at a meeting of shareholders. All shares entitled by the articles of incorporation or this article to vote generally on the matter are for that purpose a single voting group.

As added by P.L.149-1986, SEC.4.
Ind. Code § 23-2-2.5-17 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-17
Effectiveness of registration
Status: in_force

Sec. 17. If no stop order under section 14 of this chapter is in effect, registration by notification takes effect upon the commissioner's receipt of the notification form. A registration by notification is effective for a period of one (1) year.

Formerly: Acts 1975, P.L.262, SEC.1. As amended by P.L.168-2001, SEC.8.
Ind. Code § 23-4-1-45.6 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-45.6
Repealed
Status: repealed

As added by P.L.119-2015, SEC.28. Repealed by P.L.118-2017, SEC.39.
Ind. Code § 23-13-10-1 — Indiana Code / Title 23 / Article 13 / Chapter 10 / Section 23-13-10-1
Election of alumni trustees
Status: in_force

Sec. 1. Any educational institution, university or college, incorporated under any law of the state of Indiana, may admit to membership in its board of trustees any number of additional trustees, not exceeding four (4), who may be chosen or elected such trustees by the alumni of such institution, university or college, whenever the existing boards of trustees, or their successors in office, may determine such action to be expedient: Provided, That all persons or bodies of persons entitled under the charter of said institution to choose the trustees thereof, shall have first signified their assent to such action. The manner of electing such trustees by such alumni shall, in each instance, be determined by the board of trustees of such educational institution, university or college.

Formerly: Acts 1897, c.125, s.1.
Ind. Code § 23-6-4-4 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-4
"Loan limit" defined
Status: in_force

Sec. 4. As used in this chapter, "loan limit" means, for any member, the maximum amount permitted to be outstanding at any one (1) time on loans made by that member to a credit corporation, as determined by the credit corporation's board of directors.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-14-33-13 — Indiana Code / Title 23 / Article 14 / Chapter 33 / Section 23-14-33-13
"Community mausoleum"
Status: in_force

Sec. 13. "Community mausoleum" means a mausoleum in which entombment or inurnment rights are or have been offered for sale to the general public.

As added by P.L.52-1997, SEC.7.
Ind. Code § 23-14-65-4 — Indiana Code / Title 23 / Article 14 / Chapter 65 / Section 23-14-65-4
"Municipality" defined
Status: in_force

Sec. 4. As used in this chapter, "municipality" means a city or town.

As added by P.L.52-1997, SEC.39.
Ind. Code § 23-1-34-4 — Indiana Code / Title 23 / Article 1 / Chapter 34 / Section 23-1-34-4
Waiver of notice
Status: in_force

Sec. 4. (a) A director may waive any notice required by this article, the articles of incorporation, or bylaws before or after the date and time stated in the notice. Except as provided by subsection (b), the waiver must be in writing, signed by the director entitled to the notice, and filed with the minutes or corporate records.

(b) A director's attendance at or participation in a meeting waives any required notice to the director of the meeting unless the director at the beginning of the meeting (or promptly upon the director's arrival) objects to holding the meeting or transacting business at the meeting and does not thereafter vote for or assent to action taken at the meeting.

As added by P.L.149-1986, SEC.18.
Ind. Code § 23-5-1-4 — Indiana Code / Title 23 / Article 5 / Chapter 1 / Section 23-5-1-4
Required filings; recordation
Status: in_force

Sec. 4. (a) Any business trust, whether domestic or foreign, desiring to transact business in this state, shall file the following documents and information in the office of the secretary of state, on such forms, if any, as such secretary may prescribe:

(1) An executed copy of the trust instrument by which the trust was created and of all amendments thereto or a true and correct copy thereof certified to be such by a trustee thereof before an official authorized to administer oaths or by a public official of another state, territory, or country in whose office an executed copy thereof is on file.

(2) A verified list of the names and addresses of its trustees.

(3) A balance sheet, certified by an independent certified or public accountant or firm of accountants as of the date no earlier than sixty (60) days prior to such date of filing, fairly and truly reflecting its assets and liabilities and specifically setting out its corpus and showing a net worth of not less than one thousand dollars ($1,000). A foreign business trust shall also file a statement showing the same information required of a foreign corporation under IC 23-1.

(4) The name and address of its registered agent as provided in IC 23-0.5-4.

(b) A foreign business trust shall comply with and be subject to all the provisions of IC 23-1 as though it were a foreign corporation. Before commencement of business in Indiana every trust, domestic or foreign, shall record in the office of the county recorder of the county in which the principal office of said business trust in this state is located a copy of the trust instrument duly bearing the file mark of the secretary of state.

Formerly: Acts 1963, c.353, s.4. As amended by P.L.149-1986, SEC.48; P.L.34-1997, SEC.13; P.L.118-2017, SEC.48.
Ind. Code § 23-4-1-34 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-34
Right of partner to contribution from copartners after dissolution
Status: in_force

Sec. 34. Where the dissolution is caused by the act, death or bankruptcy of a partner, each partner is liable to his copartners for his share of any liability created by any partner acting for the partnership as if the partnership had not been dissolved except in the case of one (1) of the following:

(a) The dissolution being by act of any partner, the partner acting for the partnership had knowledge of the dissolution.

(b) The dissolution being by the death or bankruptcy of a partner, the partner acting for the partnership had knowledge or notice of the death or bankruptcy.

(c) The liability is for a debt, an obligation, or a liability for which the partner is not liable as provided in section 15(2) of this chapter.

Formerly: Acts 1949, c.114, s.34. As amended by P.L.230-1995, SEC.6.
Ind. Code § 23-14-51-3 — Indiana Code / Title 23 / Article 14 / Chapter 51 / Section 23-14-51-3
Loans from perpetual care fund prohibited
Status: in_force

Sec. 3. No loans or pledges of money or property shall be made from the perpetual care fund of a cemetery:

(1) to or for the benefit of the owner of the cemetery; or

(2) to any shareholder, officer, director, or employee of the cemetery.

As added by P.L.52-1997, SEC.25.
Ind. Code § 23-1-38-9 — Indiana Code / Title 23 / Article 1 / Chapter 38 / Section 23-1-38-9
Effect of amendment
Status: in_force

Sec. 9. An amendment to articles of incorporation does not affect a cause of action existing against or in favor of the corporation, a proceeding to which the corporation is a party, or the preexisting rights of persons other than shareholders of the corporation. An amendment changing a corporation's name does not abate a proceeding brought by or against the corporation in its former name.

As added by P.L.149-1986, SEC.22.
Ind. Code § 23-0.5-1-4 — Indiana Code / Title 23 / Article 0.5 / Chapter 1 / Section 23-0.5-1-4
Delivery of record
Status: in_force

Sec. 4. (a) Except as otherwise provided in this article, permissible means of delivery of a record include delivery by hand, the United States Postal Service, commercial delivery service, and electronic transmission.

(b) Delivery to the secretary of state is effective only when a record is received by the secretary of state.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-1-20-6.5 — Indiana Code / Title 23 / Article 1 / Chapter 20 / Section 23-1-20-6.5
"Derivative instrument"
Status: in_force

Sec. 6.5. "Derivative instrument" means any option, warrant, convertible security, stock appreciation right, or similar right with an exercise or conversion privilege or a settlement payment or mechanism at a price related to an equity security or similar instrument with a value derived in whole or in part from the value of an equity security, whether or not the instrument or right is subject to settlement in the underlying security or otherwise.

As added by P.L.133-2009, SEC.9.
Ind. Code § 23-1-42-1 — Indiana Code / Title 23 / Article 1 / Chapter 42 / Section 23-1-42-1
"Control shares" defined
Status: in_force

Sec. 1. As used in this chapter, "control shares" means shares that, except for this chapter, would have voting power with respect to shares of an issuing public corporation that, when added to all other shares of the issuing public corporation owned by a person or in respect to which that person may exercise or direct the exercise of voting power, would entitle that person, immediately after acquisition of the shares (directly or indirectly, alone or as a part of a group), to exercise or direct the exercise of the voting power of the issuing public corporation in the election of directors within any of the following ranges of voting power:

(1) One-fifth (1/5) or more but less than one-third (1/3) of all voting power.

(2) One-third (1/3) or more but less than a majority of all voting power.

(3) A majority or more of all voting power.

As added by P.L.149-1986, SEC.26.
Ind. Code § 23-18-6-2.5 — Indiana Code / Title 23 / Article 18 / Chapter 6 / Section 23-18-6-2.5
Member interest designated as transfer on death property or held in joint tenancy
Status: in_force

Sec. 2.5. (a) Unless otherwise limited or prohibited in a written operating agreement, any member interest in a limited liability company:

(1) may be designated as a transfer on death property under IC 32-17-14, with:

(A) the member as the owner of the interest; and

(B) one (1) or more transfer on death beneficiaries designated; or

(2) may be titled and held in joint tenancy with right of survivorship between two (2) or more individuals.

(b) The following apply upon the death of a person who is the owner of a member interest designated as a transfer on death property:

(1) Each surviving transfer on death beneficiary has the status of an assignee of all or a fractional or percentage portion of the entire member interest owned by the deceased owner, depending on the number of surviving transfer on death beneficiaries, consistent with the transfer on death beneficiary designation, until that transfer on death beneficiary is admitted as a member of the limited liability company.

(2) The rights and obligations of each surviving transfer on death beneficiary with respect to the member interest are subject to all:

(A) transfer restrictions;

(B) redemption options; or

(C) other provisions;

that apply to the member's interest or member interests generally under a written operating agreement.

(c) The following apply upon the death of a person who is the owner of a member interest held in joint tenancy:

(1) Each surviving joint tenant has the status of an assignee of all or a fractional or percentage portion of the entire member interest, depending on the number of surviving joint tenants, until the surviving joint tenant is admitted as a member of the limited liability company unless the surviving joint tenant was already a member under subsection (d) before the death of each other joint tenant.

(2) The rights and obligations of each surviving joint tenant with respect to the member interest are subject to all:

(A) transfer restrictions;

(B) redemption options; or

(C) other provisions;

that apply to the member interest generally under a written operating agreement.

(d) If a member interest in a limited liability company is originally and initially issued in joint tenancy form to two (2) or more individuals, each joint tenant has the voting rights of a member unless otherwise provided in the written operating agreement. If an individual member:

(1) receives and holds a member interest as the sole owner; and

(2) at a later date, makes a lawful transfer of the member interest to be held in joint tenancy between the member and one (1) or more other persons;

then, unless otherwise provided in a written operating agreement, each other person, while all joint tenants are alive, has the status of an assignee of a fractional part of the member interest until the other person is admitted as a member of the limited liability company.

As added by P.L.40-2013, SEC.10. Amended by P.L.63-2014, SEC.33.
Ind. Code § 23-14-31-29 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-29
Effect of signing cremation authorization form; responsibility for final disposition
Status: in_force

Sec. 29. (a) Except for the information required under section 27(a)(1)(F) of this chapter, an authorizing agent who signs a cremation authorization form certifies that the facts on the cremation authorization form are true and that the authorizing agent has authority to order the cremation.

(b) An authorizing agent who signs a cremation authorization form is personally liable for damages resulting from authorizing the cremation.

(c) The authorizing agent is responsible for the final disposition of a decedent's cremated remains. The crematory authority may hold the cremated remains for not longer than the thirty (30) day period under section 45 of this chapter.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-14-37-1 — Indiana Code / Title 23 / Article 14 / Chapter 37 / Section 23-14-37-1
Unlawful inducements for purchase of burial rights
Status: in_force

Sec. 1. Except as provided in section 2 of this chapter, it is unlawful for a person, as inducement for the purchase of burial rights in a cemetery, to directly or indirectly do the following:

(1) Offer, promise, or agree to resell or repurchase the burial rights.

(2) Pay or offer to pay any sum of money as interest or as a premium for the privilege of reselling or repurchasing the burial rights.

As added by P.L.52-1997, SEC.11.
Ind. Code § 23-13-20-8 — Indiana Code / Title 23 / Article 13 / Chapter 20 / Section 23-13-20-8
Application of funds; donations, devises, and bequests
Status: in_force

Sec. 8. The board of trustees shall faithfully apply all funds collected by the board according to its best judgment, in the erection of suitable buildings, purchase of equipment, care of buildings and grounds, the purchase of real and personal property, and in payment of salaries to instructors, officers, and agents. The trustees may receive for and on behalf of the university, donations, devises, and bequests made either generally for the benefit of the university or for purposes in harmony with the objects of the university.

As added by P.L.1-1989, SEC.49.
Ind. Code § 23-18-6-5 — Indiana Code / Title 23 / Article 18 / Chapter 6 / Section 23-18-6-5
Cessation of membership
Status: in_force

Sec. 5. (a) A person ceases to be a member of a limited liability company upon the occurrence of any of the following events:

(1) The person withdraws from the limited liability company as provided in section 6 of this chapter.

(2) The person ceases to be a member as provided in section 4(h) or 4.1(h) of this chapter.

(3) The person is removed as a member:

(A) in accordance with the operating agreement; or

(B) unless otherwise provided in a written operating agreement, by the affirmative vote, approval, or consent of a majority in interest of the members after the member has assigned the member's entire interest in the limited liability company.

(4) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member who is an individual, the individual's death.

(5) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member who is acting as a member by virtue of being a trustee of a trust, the termination of the trust, but not merely the substitution of a new trustee.

(6) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is a partnership, limited partnership, or another limited liability company, the dissolution and commencement of winding up of the partnership, limited partnership, or limited liability company.

(7) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is a corporation, the dissolution of the corporation.

(8) Unless otherwise provided in a written operating agreement or with the written consent of all other members, in the case of a member that is an estate, the distribution by the fiduciary of the estate's entire interest in the limited liability company.

(b) A written operating agreement may provide for other events that result in a person ceasing to be a member of the limited liability company, including insolvency, bankruptcy, and adjudicated incompetency.

As added by P.L.8-1993, SEC.301. Amended by P.L.269-1999, SEC.11; P.L.99-2024, SEC.4.
Ind. Code § 23-14-31-12 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-12
"Crematory authority" defined
Status: in_force

Sec. 12. As used in this chapter, "crematory authority" means the legal entity or the entity's authorized representative that is registered by the board to operate a crematory and to perform cremations.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-2.5-8-9 — Indiana Code / Title 23 / Article 2.5 / Chapter 8 / Section 23-2.5-8-9
Licensee disposal of records
Status: in_force

Sec. 9. A licensee may not dispose of the unencrypted, unredacted personal information of a borrower or prospective borrower without first shredding, incinerating, mutilating, erasing, or otherwise rendering the information illegible or unusable.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-2-2.5-4 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-4
Exempt franchisees
Status: in_force

Sec. 4. The offer of sale of a franchise by a franchisee who is not an affiliate of the franchisor for his own account is exempt from section 9 if the offer or sale is not effected by or through a franchisor. A sale is not effected by or through a franchisor if a franchisor is entitled to approve or disapprove a different franchisee.

Formerly: Acts 1975, P.L.262, SEC.1.
Ind. Code § 23-14-58.5-4 — Indiana Code / Title 23 / Article 14 / Chapter 58.5 / Section 23-14-58.5-4
Failure to respond to notice; termination of owner's rights; remedies
Status: in_force

Sec. 4. (a) If the person or entity having jurisdiction over the cemetery has not received a response from the owner of the burial space within sixty (60) days after sending the notice required in section 2 of this chapter, the person or entity having jurisdiction over the cemetery shall advertise in a newspaper of general circulation in the county of the owner's last known address seeking the owner's current address.

(b) If a new address for the owner of the burial space is obtained after the advertising required in subsection (a), the notice requirement under section 2 of this chapter must be repeated.

(c) If the person or entity having jurisdiction over the cemetery has not received a response regarding the owner of the burial space within sixty (60) days after placing the advertisement required in subsection (a), the owner's rights and interests in the burial space are terminated. After the rights and interests in a burial space are terminated under this chapter, the person or entity having jurisdiction over the cemetery may sell a burial space to a new owner.

(d) If the owner of a burial space contacts the person or entity having jurisdiction over the cemetery after the owner's rights and interests in the burial space are terminated under this chapter, the owner is entitled to select one (1) of the following remedies:

(1) The original burial space, if it has not been resold.

(2) If a person or an entity having jurisdiction over the cemetery has resold the burial space, reimbursement for the amount for which the burial space was resold minus the following:

(A) The costs paid by the person or entity having jurisdiction over the cemetery in providing notice and advertising as required under this chapter.

(B) The sales commission costs in the resale of the burial space.

(3) A comparable burial space in the cemetery.

As added by P.L.113-2007, SEC.7.
Ind. Code § 23-14-54.5-3 — Indiana Code / Title 23 / Article 14 / Chapter 54.5 / Section 23-14-54.5-3
"Funeral director"
Status: in_force

Sec. 3. As used in this chapter, "funeral director" means a person who holds a funeral director license issued under IC 25-15.

As added by P.L.90-2016, SEC.2.
Ind. Code § 23-17-15-5.5 — Indiana Code / Title 23 / Article 17 / Chapter 15 / Section 23-17-15-5.5
Mutual benefit corporations; proxy voting for electric cooperatives
Status: in_force

Sec. 5.5. (a) This section applies only to a mutual benefit corporation that:

(1) is an electric cooperative; and

(2) has at least one (1) member that is a corporation formed under IC 8-1-13.

(b) A director of a mutual benefit corporation described in subsection (a) may vote in person or by proxy.

(c) Unless articles of incorporation or bylaws limit proxy voting, a director of a mutual benefit corporation described in subsection (a) may appoint a proxy to act for the director. A director may appoint a proxy by signing an appointment form:

(1) personally; or

(2) by attorney-in-fact.

(d) A proxy appointed under subsection (c) must be another member of the board of directors of the member that is represented by the director who appoints the proxy.

(e) An appointment of a proxy is effective when received by the secretary or other officer or agent authorized to tabulate votes. An appointment is valid for eleven (11) months, unless the appointment form conspicuously states that the appointment is for a shorter or longer period.

(f) An appointment of a proxy is revocable by the proxy.

(g) The death of the director appointing a proxy does not affect the right of the mutual benefit corporation to accept the proxy's authority unless notice of the death is received by the secretary or other officer or agent authorized to tabulate votes before the proxy exercises the proxy's authority under the appointment.

(h) The incapacity of the director appointing a proxy does not affect the right of the mutual benefit corporation to accept the proxy's authority.

(i) Subject to any express limitation on the proxy's authority appearing on the face of the appointment form, a mutual benefit corporation described in subsection (a) may accept the proxy's vote or other action as that of the director making the appointment.

As added by P.L.98-2017, SEC.2.
Ind. Code § 23-17-17-10 — Indiana Code / Title 23 / Article 17 / Chapter 17 / Section 23-17-17-10
Amendment of articles of incorporation to carry out reorganization plan
Status: in_force

Sec. 10. (a) A corporation's articles of incorporation may be amended without approval:

(1) of the board of directors;

(2) by the members; or

(3) as required by section 1 of this chapter;

to carry out a plan of reorganization ordered by a court of competent jurisdiction under federal statute if the articles of incorporation after amendment contain only provisions required or permitted under IC 23-17-3-2.

(b) An individual designated by a court shall deliver to the secretary of state articles of amendment setting forth the following:

(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.

(5) A statement that the court had jurisdiction of the proceeding under federal statute.

(c) 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.179-1991, SEC.1. Amended by P.L.1-1992, SEC.125.
Ind. Code § 23-14-33-18 — Indiana Code / Title 23 / Article 14 / Chapter 33 / Section 23-14-33-18
"Entombment"
Status: in_force

Sec. 18. "Entombment" means any lawful disposition of the remains of a deceased individual in a mausoleum or garden crypt as provided by IC 23-14-54.

As added by P.L.52-1997, SEC.7.
Ind. Code § 23-19-6-4 — Indiana Code / Title 23 / Article 19 / Chapter 6 / Section 23-19-6-4
Violations; investigations; cease and desist orders and other orders; hearings; civil penalties; appeals; civil contempt; certified copy of order
Status: in_force

Sec. 4. (a) If the commissioner determines that a person has engaged, is engaging, or is about to engage in an act, practice, or course of business constituting a violation of this article or a rule adopted or order issued under this article or that a person has materially aided, is materially aiding, or is about to materially aid an act, practice, or course of business constituting a violation of this article or a rule adopted or order issued under this article, the commissioner may:

(1) investigate and may issue, with or without a prior hearing, orders and notices as the commissioner determines to be in the public interest, including cease and desist orders, orders to show cause, and notices. After notice and hearing, the commissioner may enter an order of rescission, restitution, or disgorgement, including interest at the legal rate of interest, directed to a person who has violated this article or a rule or order under this article;

(2) issue an order denying, suspending, revoking, or conditioning the exemptions for a broker-dealer under IC 23-19-4-1(b)(1)(D) or IC 23-19-4-1(b)(1)(F) or an investment adviser under IC 23-19-4-3(b)(1)(C); or

(3) issue an order under IC 23-19-2-4.

(b) An order under subsection (a) is effective on the date of issuance. Upon issuance of the order, the commissioner shall promptly serve each person subject to the order with a copy of the order and a notice that the order has been entered. The order must include a statement whether the commissioner will seek a civil penalty or costs of the investigation, a statement of the reasons for the order, and notice that, within fifteen (15) days after receipt of a request in a record from the person, the matter will be scheduled for a hearing. If a person subject to the order does not request a hearing and none is ordered by the commissioner within forty-five (45) days after the date of service of the order, the order, which may include a civil penalty or costs of the investigation if a civil penalty or costs were sought in the statement accompanying the order, becomes final as to that person by operation of law. If a hearing is requested or ordered, the commissioner, after notice of and opportunity for hearing to each person subject to the order, may modify or vacate the order or extend it until final determination.

(c) If a hearing is requested or ordered under subsection (b), the hearing must be held not later than fifteen (15) business days after receipt if the original order issued by the commissioner was a summary suspension, summary revocation, or denial of a license and not later than forty-five (45) business days after receipt for all other orders. A final order may not be issued unless the commissioner makes findings of fact and conclusions of law in a record. The final order may make final, vacate, or modify the order issued under subsection (a).

(d) In a final order under subsection (c), the commissioner may impose a civil penalty up to ten thousand dollars ($10,000) per violation. Penalties collected under this section shall be deposited in the securities division enforcement account established under section 1 of this chapter.

(e) In a final order, the commissioner may charge the cost of an investigation or proceeding for a violation of this article or a rule adopted or order issued under this article.

(f) If a petition for judicial review of a final order is not filed in accordance with section 9 of this chapter, the commissioner may file a certified copy of the final order with the clerk of a court with jurisdiction. The order so filed has the same effect as a judgment of the court and may be recorded, enforced, or satisfied in the same manner as a judgment of the court.

(g) If a person does not comply with an order under this section, the commissioner may petition a court with jurisdiction to enforce the order. The court may not require the commissioner to post a bond in an action or proceeding under this section. If the court finds, after service and opportunity for hearing, that the person was not in compliance with the order, the court may adjudge the person in civil contempt of the order. The court may impose a further civil penalty against the person for contempt in an amount not greater than twenty thousand dollars ($20,000) for each violation and may grant any other relief the court determines is just and proper in the circumstances.

(h) The commissioner shall send a certified copy of every final order that suspends or revokes a person's registration under this article, or that orders a person who is not registered under this article to cease and desist from violating this article, to the insurance commissioner appointed under IC 27-1-1-2. The insurance commissioner shall act in accordance with IC 27-1-15.6-29.5.

As added by P.L.27-2007, SEC.23. Amended by P.L.156-2009, SEC.24.
Ind. Code § 23-18-1-3 — Indiana Code / Title 23 / Article 18 / Chapter 1 / Section 23-18-1-3
"Articles of organization"
Status: in_force

Sec. 3. "Articles of organization" means the articles of organization described by IC 23-18-2-4 and any amended or restated articles of organization.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-18-9-8 — Indiana Code / Title 23 / Article 18 / Chapter 9 / Section 23-18-9-8
Claims
Status: in_force

Sec. 8. (a) As used in this section, "claim" does not include a contingent liability or a claim based on an event occurring after the date of dissolution.

(b) A dissolved limited liability company may dispose of the known claims against it by following the procedure described in this section.

(c) The dissolved limited liability company shall notify known claimants in writing of the dissolution at any time after the dissolution. The written notice must contain the following:

(1) The amount that the dissolved limited liability company believes will satisfy the claim.

(2) A statement that the creditor has the right to dispute the amount of the claim and a description of the procedure for disputing the amount of the claim.

(3) A mailing address where a dispute of the amount of the claim may be sent.

(4) The deadline for receiving disputing claims. The deadline may not be less than sixty (60) days after the effective date of the written notice.

(5) A statement that the claim will be fixed at the amount specified by the dissolved limited liability company if a dispute of the amount of the claim is not received by the deadline.

(d) If the amount of the claim is disputed, the claimant must notify the dissolved limited liability company of the dispute by the deadline. If the dissolved limited liability company rejects the disputed amount, the claimant must commence a proceeding to enforce the claim not more than ninety (90) days after the effective date of the limited liability company's rejection notice.

(e) The amount of the claim is fixed under one (1) of the following conditions:

(1) The claimant does not notify the dissolved limited liability company by the deadline.

(2) The claimant has notified the dissolved limited liability company of a dispute and has received a rejection notice and does not commence a proceeding within ninety (90) days from the effective date of the rejection notice.

(f) Regardless of a dispute in the amount of the claim, the dissolved limited liability company must tender to the claimant the amount of the claim specified in the notice of the claim given under subsection (c) not more than thirty (30) days after the earlier of the following dates:

(1) The date that the claim becomes fixed.

(2) The date that the claimant commences the proceeding to enforce the claim.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-17-2-28 — Indiana Code / Title 23 / Article 17 / Chapter 2 / Section 23-17-2-28
"Voting power"
Status: in_force

Sec. 28. (a) "Voting power" means the total number of votes entitled to be cast for the election of directors at the time the determination of voting power is made.

(b) The term does not include a vote that is contingent upon the happening of a condition or an event that has not occurred at the time. If a class is entitled to vote as a class for directors, the determination of voting power of the class shall be based on the percentage of the number of directors the class is entitled to elect out of the total number of authorized directors.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-2.5-4-11 — Indiana Code / Title 23 / Article 2.5 / Chapter 4 / Section 23-2.5-4-11
Financial responsibility of applicant
Status: in_force

Sec. 11. In reviewing a consumer report obtained under section 3(b)(12) of this chapter, the commissioner may consider one (1) or more of the following in determining whether the individual applicant has demonstrated financial responsibility:

(1) Bankruptcies filed by the individual during the most recent ten (10) years.

(2) Current outstanding civil judgments against the individual, except judgments resulting solely from medical expenses owed by the individual.

(3) Current outstanding tax liens or other government liens or filings.

(4) Foreclosure actions filed during the most recent three (3) years against property owned by the individual.

(5) Any pattern of seriously delinquent accounts associated with the individual during the most recent three (3) years.

As added by P.L.175-2019, SEC.2. Amended by P.L.89-2024, SEC.16.
Ind. Code § 23-2-6-39 — Indiana Code / Title 23 / Article 2 / Chapter 6 / Section 23-2-6-39
Administrative proceedings
Status: in_force

Sec. 39. (a) The commissioner shall initiate an administrative proceeding under this chapter by entering a notice of intent to take a specific act or by entering a summary order. The notice of intent or summary order:

(1) may be entered without notice;

(2) may be entered without opportunity for a hearing;

(3) is not required to be supported by findings of fact or conclusions of law; and

(4) must be in writing.

(b) After entering a notice of intent or summary order, the commissioner shall promptly notify all interested parties that the notice of intent or summary order has been entered and of the reasons for the entry.

(c) If a proceeding is under a notice of intent, the commissioner shall inform all interested parties of the date, time, and place set for the hearing on the notice.

(d) If the proceeding is under a summary order, the commissioner shall inform all interested parties that:

(1) the parties have thirty (30) business days from the entry of the order to file with the commissioner a written request for a hearing on the matter; and

(2) a hearing will be scheduled to begin not later than thirty (30) business days after the receipt of a written request.

(e) If the proceeding is under a summary order, the commissioner may, by the commissioner's own motion, set a hearing for the proceeding, whether or not a written request for a hearing is received from an interested party.

As added by P.L.177-1991, SEC.10.
Ind. Code § 23-14-61-1 — Indiana Code / Title 23 / Article 14 / Chapter 61 / Section 23-14-61-1
Prohibition against acting as agent or representative; approval to act as agent or representative
Status: in_force

Sec. 1. (a) This section applies to a sexton, superintendent, manager, director, grounds keeper, caretaker, or other employee of:

(1) a person, firm, association, limited liability company, or corporation that operates or maintains a cemetery for profit; or

(2) a nonprofit cemetery that is supported in whole or in part by the use of public funds.

(b) A sexton, superintendent, manager, director, grounds keeper, caretaker or other employee referred to in subsection (a) shall not:

(1) act as an agent or representative for a manufacturer or dealer of any commodity that is to be used or installed on cemetery property, including monuments or markers; and

(2) receive for those services any consideration, either cash or otherwise;

unless the representation is approved in writing by the governing board of the cemetery.

(c) The written approval given by the governing board of a cemetery under subsection (b) must be:

(1) made a matter of public record; and

(2) prominently displayed in a public place on the cemetery property where it can be easily seen by persons visiting the cemetery property.

As added by P.L.52-1997, SEC.35.
Ind. Code § 23-1-20-7 — Indiana Code / Title 23 / Article 1 / Chapter 20 / Section 23-1-20-7
"Distribution"
Status: in_force

Sec. 7. (a) "Distribution" means a direct or indirect transfer of money or other property (except a corporation's own shares) or incurrence or transfer of indebtedness by a corporation to or for the benefit of its shareholders in respect of any of its shares under IC 23-1-28. A distribution may be in the form of a declaration or payment of a dividend; a purchase, redemption, or other acquisition of shares; a distribution of indebtedness; or otherwise.

(b) The term does not include:

(1) amounts constituting reasonable compensation for past or present services or reasonable payments made in the ordinary course of business under a bona fide retirement plan or other benefit program; or

(2) the making of or payment or performance upon a bona fide guaranty or similar arrangement by a corporation to or for the benefit of its shareholders.

However, the failure of an amount to satisfy subdivision (1), or of a payment or performance to satisfy subdivision (2), is not determinative of whether the amount, payment, or performance is a distribution.

As added by P.L.149-1986, SEC.4. Amended by P.L.130-2006, SEC.3.
Ind. Code § 23-16-1-9 — Indiana Code / Title 23 / Article 16 / Chapter 1 / Section 23-16-1-9
Limited partnership; domestic limited partnership
Status: in_force

Sec. 9. "Limited partnership" and "domestic limited partnership" mean a partnership formed by two (2) or more persons under the laws of Indiana that has one (1) or more general partners and one (1) or more limited partners.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-18-2-7 — Indiana Code / Title 23 / Article 18 / Chapter 2 / Section 23-18-2-7
Filing articles with secretary of state; notice
Status: in_force

Sec. 7. The fact that articles of organization of a limited liability company are on file in the office of the secretary of state is notice that the limited liability company has been organized and is notice of all other facts that are required to be set forth in the articles of organization under section 4 of this chapter and that are set forth in the articles of organization.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-14-41-4 — Indiana Code / Title 23 / Article 14 / Chapter 41 / Section 23-14-41-4
Use of family burial plot
Status: in_force

Sec. 4. (a) In a family burial plot:

(1) one (1) grave, crypt, or niche may be used for the record owner's interment, entombment, or inurnment;

(2) after the record owner's interment, entombment, or inurnment, one (1) grave, crypt, or niche may be used for the surviving spouse of the record owner; and

(3) in the spaces remaining, if any, the parents and children of the deceased record owner, in order of need, may be interred, entombed, or inurned without the consent of any person claiming an interest in the family burial plot.

(b) If there is no parent or child who survives the deceased record owner, the right of interment, entombment, or inurnment in a family burial plot shall go in order of need to:

(1) the heirs at law of the deceased record owner, or the spouse of the heir if the heir is already interred, entombed, or inurned, as specified by the statutes of descent; or

(2) the spouse of any heir at law of the deceased record owner.

As added by P.L.52-1997, SEC.15. Amended by P.L.113-2007, SEC.1.
Ind. Code § 23-0.6-1.5-8 — Indiana Code / Title 23 / Article 0.6 / Chapter 1.5 / Section 23-0.6-1.5-8
"Articles of merger"
Status: in_force

Sec. 8. "Articles of merger" refers to the filing required by IC 23-0.6-2-5.

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-14-33-31 — Indiana Code / Title 23 / Article 14 / Chapter 33 / Section 23-14-33-31
"Person"
Status: in_force

Sec. 31. "Person" means an individual, an association, a limited liability company, a corporation, a firm, or another legal entity.

As added by P.L.52-1997, SEC.7.
Ind. Code § 23-1.3-1-3 — Indiana Code / Title 23 / Article 1.3 / Chapter 1 / Section 23-1.3-1-3
Effect of article
Status: in_force

Sec. 3. This article does not affect a statute or rule of law that is applicable to a corporation that is not a benefit corporation.

As added by P.L.93-2015, SEC.3.
Ind. Code § 23-0.5-2.5-5 — Indiana Code / Title 23 / Article 0.5 / Chapter 2.5 / Section 23-0.5-2.5-5
Violations; false information
Status: in_force

Sec. 5. If a person operating a CMRA in Indiana violates any of the requirements described in this chapter or provides information to the secretary of state that the person knows to be false, the person may be prohibited from operating a CMRA in Indiana by the secretary of state.

As added by P.L.96-2025, SEC.5.
Ind. Code § 23-17-3-2 — Indiana Code / Title 23 / Article 17 / Chapter 3 / Section 23-17-3-2
Articles of incorporation; required provisions
Status: in_force

Sec. 2. Articles of incorporation must contain the following:

(1) A corporate name for the corporation that satisfies the requirements of IC 23-0.5-3.

(2) One (1) of the following statements:

(A) "This corporation is a public benefit corporation".

(B) "This corporation is a mutual benefit corporation".

(C) "This corporation is a religious corporation".

(3) The following information:

(A) Before January 1, 2018, the street address of the corporation's initial registered office in Indiana and the name of the corporation's initial registered agent at that office.

(B) After December 31, 2017, the name and street address of the corporation's initial registered agent.

(4) The name and address of each incorporator.

(5) Whether or not the corporation will have members.

(6) Provisions that are not inconsistent with any law regarding the distribution of assets on dissolution.

As added by P.L.179-1991, SEC.1. Amended by P.L.118-2017, SEC.87.
Ind. Code § 23-1-39-3 — Indiana Code / Title 23 / Article 1 / Chapter 39 / Section 23-1-39-3
Bylaw fixing greater than majority quorum or voting requirement; amendment or repeal
Status: repealed

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) A bylaw adopted or amended by the shareholders that fixes a greater than majority quorum or voting requirement for action by the board of directors may provide that it may be amended or repealed only by a specified vote of either the shareholders or the board of directors.

(c) Action by the board of directors under subsection (a)(2) to adopt or amend a bylaw that changes the quorum or voting requirement for action by the board of directors must meet the same quorum requirement and be adopted by the same vote required to take action under the quorum and voting requirement then in effect or proposed to be adopted, whichever is greater.

As added by P.L.149-1986, SEC.23. Amended by P.L.3-2008, SEC.164.
Ind. Code § 23-17-30-1 — Indiana Code / Title 23 / Article 17 / Chapter 30 / Section 23-17-30-1
Dissolution of corporations; transfer and distribution of assets
Status: reserved

Sec. 1. (a) Assets of a dissolved corporation that should be transferred to a creditor, claimant, or member of the corporation who cannot be found or who is not competent to receive the assets shall be reduced to cash subject to known trust restrictions and deposited with the treasurer of state or other appropriate state official for safekeeping. The treasurer of state may receive and hold property in kind. When a creditor, claimant, or member furnishes satisfactory proof of entitlement to the amount deposited or property held in kind, the treasurer of state shall deliver to the creditor, claimant, or member, or a person representing a creditor, claimant, or member, that amount.

(b) On dissolution of a corporation, assets remaining after distribution shall escheat to the state. The corporation shall pay the assets to the state general fund through payment to the treasurer of state.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-18-8-1 — Indiana Code / Title 23 / Article 18 / Chapter 8 / Section 23-18-8-1
Persons entitled to bring suit in name of company
Status: in_force

Sec. 1. Except as otherwise provided in a written operating agreement, a suit on behalf of a limited liability company may be brought in the name of the limited liability company by the following:

(1) A member of a limited liability company, whether or not the articles of organization provide for a manager or managers, who is authorized to sue by the affirmative vote of a majority in interest of the members, unless the vote of all members is required under IC 23-18-4-3. In determining the vote, the vote of a member who has an interest in the outcome of the suit that is adverse to the interest of the limited liability company shall be excluded.

(2) If the articles of organization provide for a manager or managers, a manager who is authorized to do so by the articles of organization, an operating agreement, or a vote required under IC 23-18-4-3(b). In determining the vote, the vote of a manager who has an interest in the outcome of the suit that is adverse to the interest of the limited liability company shall be excluded.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-20-1-3 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-3
"Fund"
Status: in_force

Sec. 3. As used in this chapter, "fund" refers to the securities restitution fund established by section 25 of this chapter.

As added by P.L.114-2010, SEC.12.
Ind. Code § 23-0.6-2-6 — Indiana Code / Title 23 / Article 0.6 / Chapter 2 / Section 23-0.6-2-6
Effect of merger
Status: in_force

Sec. 6. (a) When a merger under this chapter becomes effective:

(1) the surviving entity continues;

(2) each merging entity that is not the surviving entity ceases to exist;

(3) all property of each merging entity vests in the surviving entity without transfer, reversion, or impairment;

(4) all debts, obligations, and other liabilities of each merging entity are debts, obligations, and other liabilities of the surviving entity;

(5) except as otherwise provided by law or the plan of merger, all the rights, privileges, immunities, powers, and purposes of each merging entity vest in the surviving entity;

(6) as to the surviving entity:

(A) all its property continues to be vested in it without transfer, reversion, or impairment;

(B) it remains subject to all its debts, obligations, and other liabilities; and

(C) all its rights, privileges, immunities, powers, and purposes continue to be vested in it;

(7) the name of the surviving entity may be substituted for the name of any merging entity that is a party to any pending action or proceeding;

(8) the surviving entity's:

(A) public organic record, if any, is amended to the extent provided in the articles of merger; and

(B) private organic rules that are to be in a record, if any, are amended to the extent provided in the plan of merger;

(9) a proceeding pending against any party to the merger may be continued as if the merger did not occur or the surviving entity may be substituted in the proceeding for the entity whose existence ceased; and

(10) the interests in each merging entity which are to be converted in the merger are converted, and the interest holders of those interests are entitled only the rights provided to them under the plan of merger and to any appraisal rights they have under IC 23-0.6-1-8.

(b) Except as otherwise provided in the organic law or organic rules of a merging entity, a merger under this chapter does not give rise to any rights that an interest holder, governing person, or third party would have upon a dissolution, liquidation, or winding up of the merging entity.

(c) When a merger under this chapter becomes effective, a person that did not have interest holder liability with respect to any of the merging entities and becomes subject to interest holder liability with respect to a domestic entity as a result of the merger has interest holder liability only to the extent provided by the organic law of that entity and only for those debts, obligations, and other liabilities that are incurred after the merger becomes effective.

(d) When a merger becomes effective, the interest holder liability of a person that ceases to hold an interest in a domestic merging entity with respect to which the person had interest holder liability is subject to the following rules:

(1) The merger does not discharge any interest holder liability under the organic law of the domestic merging entity to the extent the interest holder liability was incurred before the merger became effective.

(2) The person does not have interest holder liability under the organic law of the domestic merging entity for any debt, obligation, or other liability that is incurred after the merger becomes effective.

(3) The organic law of the domestic merging entity continues to apply to the release, collection, or discharge of any interest holder liability preserved under subdivision (1) as if the merger had not occurred.

(4) The person has whatever rights of contribution from any other person as are provided by law other than this article or the organic rules of the domestic merging entity with respect to any interest holder liability preserved under subdivision (1) as if the merger had not occurred.

(e) When a merger under this chapter becomes effective, a foreign entity that is the surviving entity may be served with process in this state for the collection and enforcement of any debts, obligations, or other liabilities of a domestic merging entity in accordance with applicable law.

(f) When a merger under this chapter becomes effective, the registration to do business in this state of any foreign merging entity that is not the surviving entity is canceled.

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-0.6-1.5-14 — Indiana Code / Title 23 / Article 0.6 / Chapter 1.5 / Section 23-0.6-1.5-14
"Domestication"
Status: in_force

Sec. 14. "Domestication" means a transaction authorized by IC 23-0.6-5.

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-2.5-4-14 — Indiana Code / Title 23 / Article 2.5 / Chapter 4 / Section 23-2.5-4-14
Unique identifier; use restricted
Status: in_force

Sec. 14. A unique identifier obtained by an individual from the Nationwide Multistate Licensing System as required by IC 23-2.5-3-1, IC 23-2.5-3-2, and IC 23-2.5-3-3 may not be used for purposes other than the purposes set forth in the S.A.F.E. Mortgage Licensing Act of 2008 (Title V of P.L.110-289).

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-6-4-14 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-14
Duration of membership; withdrawal of membership
Status: in_force

Sec. 14. The board of directors of a credit corporation shall determine the duration of membership in the credit corporation. However, upon written notice given to the credit corporation ninety (90) days in advance, a member may withdraw from membership in the credit corporation. After notice of the intended withdrawal of a member has been received by the credit corporation, the member is not obligated to make any further loans to the credit corporation.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-13-5-6 — Indiana Code / Title 23 / Article 13 / Chapter 5 / Section 23-13-5-6
Purchasing shares of dissatisfied stockholders; determination of value
Status: in_force

Sec. 6. The board of directors of any such corporation is hereby authorized to buy in for the corporation the share or shares of stock of any person or persons dissatisfied with the action of the majority of stockholders provided for in section 3 or 4 of this chapter, provided such dissatisfied stockholders did not vote with the majority at such meeting or meetings. If any such dissatisfied stockholder shall not be satisfied with the price offered for his stock by said directors or trustees, then he may apply by petition to one (1) of the judges of the circuit or superior courts, if any, of the county where such institution is located, making the corporation defendant therein, praying said court to appoint three (3) disinterested persons to estimate and appraise the fair cash value of the shares of such stock owned by the petitioner, and shall at the same time file with the clerk his certificate of stock in said corporation. And the value of such shares having been so appraised by said commissioners, by a vote of a majority thereof, shall be reported to said court, and when confirmed by the court, shall be final and conclusive on all parties, and thereupon said corporation shall be decreed to be the owner of such shares, and the petitioner shall assign his said stock to said corporation and deliver to said board of directors or trustees the certificate therefor and shall be paid the appraised value thereof out of the endowment or other funds of said corporation. Should any such petitioner fail after such appraisement to so assign and deliver said stock and the certificate therefor within sixty (60) days after the confirmation of such appraisal therefor, the said directors or trustees may make payment of the amount of such award to the clerk of the court for the party entitled thereto and, upon such payment, the clerk shall assign and deliver to said directors or trustees the said stock and certificate. The costs of such proceeding and appraisement shall be paid by the corporation in case the appraised value of such stock exceeds the sum offered therefor by such directors or trustees; otherwise such costs shall be paid by the petitioner.

Formerly: Acts 1909, c.52, s.5. As amended by P.L.34-1987, SEC.347.
Ind. Code § 23-14-31-53 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-53
Injunction actions
Status: in_force

Sec. 53. If a crematory authority:

(1) refuses to file or neglects to file an annual report under section 24 of this chapter;

(2) fails to comply with the registration requirements under section 22 of this chapter; or

(3) refuses to comply with the record inspection requirements under section 25 of this chapter;

the board may maintain an action in the name of the state of Indiana to enjoin the crematory authority from performing cremations.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-4-1-14 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-14
Partnership bound by partner's breach of trust
Status: in_force

Sec. 14. The partnership is bound to make good the loss:

(a) Where one partner acting within the scope of his apparent authority receives money or property of a third person and misapplies it; and

(b) Where the partnership in the course of its business receives money or property of a third person and the money or property so received is misapplied by any partner while it is in the custody of the partnership.

Formerly: Acts 1949, c.114, s.14.
Ind. Code § 23-2-2.7-7 — Indiana Code / Title 23 / Article 2 / Chapter 2.7 / Section 23-2-2.7-7
Limitation of actions
Status: in_force

Sec. 7. No action may be brought for a violation of this chapter more than two (2) years after the violation.

As added by Acts 1976, P.L.116, SEC.1.
Ind. Code § 23-18-6-6 — Indiana Code / Title 23 / Article 18 / Chapter 6 / Section 23-18-6-6
Withdrawal of member; companies existing on or before June 30, 1999
Status: in_force

Sec. 6. (a) Unless otherwise provided in a written operating agreement, a limited liability company existing under this article on or before June 30, 1999, is governed by this section.

(b) Unless a written operating agreement provides that a member does not have the power to withdraw by voluntary act from a limited liability company, the member may do so at any time by giving thirty (30) days written notice to the other members or other notice required under the operating agreement. If the member has the power to withdraw but the withdrawal is a breach of the operating agreement, or the withdrawal occurs as a result of otherwise wrongful conduct of the member, the limited liability company may recover from the withdrawing member damages for breach of the operating agreement, including the reasonable cost of obtaining the replacement of services that the withdrawn member was obligated to perform. The limited liability company may offset the damages against amounts otherwise distributable to the withdrawn member, in addition to pursuing any remedies provided for in the operating agreement or available under applicable law.

(c) Unless otherwise provided in a written operating agreement, in the case of a limited liability company for a definite term or particular undertaking, a withdrawal by a member before the expiration of the term is a breach of the operating agreement.

As added by P.L.8-1993, SEC.301. Amended by P.L.269-1999, SEC.12.
Ind. Code § 23-0.5-5-5 — Indiana Code / Title 23 / Article 0.5 / Chapter 5 / Section 23-0.5-5-5
Activities not constituting doing business in Indiana
Status: in_force

Sec. 5. (a) Activities of a foreign entity which do not constitute doing business in Indiana under this article include:

(1) maintaining, defending, mediating, arbitrating, or settling an action or proceeding;

(2) carrying on any activity concerning its internal affairs, including holding meetings of its interest holders or governing persons;

(3) maintaining accounts in financial institutions;

(4) maintaining offices or agencies for the transfer, exchange, and registration of securities of the entity or maintaining trustees or depositories with respect to those securities;

(5) selling through independent contractors;

(6) soliciting or obtaining orders by any means if the orders require acceptance outside Indiana before they become contracts;

(7) making loans or otherwise creating or acquiring indebtedness, mortgages, or security interests in real or personal property;

(8) securing or collecting debts or enforcing mortgages or security interests in property securing the debts, and holding, protecting, or maintaining property so acquired;

(9) conducting an isolated transaction completed within thirty (30) days that is not conducted in the course of repeated transactions of a like nature;

(10) owning, without more, property;

(11) doing business in interstate commerce; and

(12) if the entity is a nonprofit corporation, soliciting funds if otherwise authorized by Indiana law.

(b) A person does not do business in Indiana solely by being an interest holder or governing person of a foreign entity that does business in Indiana.

(c) This section does not apply in determining the contacts or activities that may subject a foreign entity to service of process, taxation, or regulation under law of Indiana other than this article.

(d) The list of activities in subsection (a) is not exhaustive and recodifies, not repeals, those activities previously listed in IC 23-1-49-1, IC 23-16-10-2, IC 23-17-26-1, and IC 23-18-11-2.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.16.
Ind. Code § 23-14-72-4 — Indiana Code / Title 23 / Article 14 / Chapter 72 / Section 23-14-72-4
Sale of lot for failure to pay assessments
Status: in_force

Sec. 4. (a) As used in this section, "lot" includes a half-lot.

(b) If:

(1) the owner of a lot fails to pay an assessment imposed under section 3 of this chapter within the time allowed by the bylaws of the association of the incorporated cemetery; and

(2) the lot is not occupied by a grave;

the incorporated cemetery may sell the lot to satisfy the unpaid assessment after following the procedure set forth in subsection (c).

(c) The association of an incorporated cemetery may sell a lot under this section if:

(1) the association provides:

(A) notice in a writing addressed individually to the owner of the lot; or

(B) if the address of the owner is unknown, notice by publication once each week for a period of two (2) weeks in a newspaper of general circulation that is printed and published in the county in which the cemetery is located;

stating that the lot may be sold unless the assessment is paid within thirty (30) days after the date of the writing delivered under clause (A) or the second publication under clause (B); and

(2) the assessment is not paid within the period referred to in subdivision (1).

As added by P.L.52-1997, SEC.46.
Ind. Code § 23-16-3-2 — Indiana Code / Title 23 / Article 16 / Chapter 3 / Section 23-16-3-2
Certificate of limited partnership
Status: in_force

Sec. 2. To form a limited partnership, a certificate of limited partnership must be executed and filed in the office of the secretary of state. The certificate must include the following:

(1) The name of the limited partnership.

(2) The address of the office and the name and address of the agent for service of process required to be maintained by IC 23-16-2-3 (before its repeal) or IC 23-0.5-4.

(3) The name and the business address of each general partner.

(4) The latest date upon which the limited partnership is to dissolve.

(5) Any other matters the general partners agree to include.

As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.63.
Ind. Code § 23-14-57-2 — Indiana Code / Title 23 / Article 14 / Chapter 57 / Section 23-14-57-2
Orders authorizing removal of human remains
Status: in_force

Sec. 2. (a) When the Indiana department of health issues a written order authorizing the removal of human remains from a cemetery, it shall issue the order in duplicate.

(b) The Indiana department of health shall deliver one (1) copy of the order to the cemetery from which the human remains are removed and the other copy of the order to the cemetery to which the human remains are delivered for reinterment, reentombment, or reinurnment.

(c) Each cemetery to which a copy of an order is delivered under subsection (b) shall retain the copy of the order permanently.

As added by P.L.52-1997, SEC.31. Amended by P.L.56-2023, SEC.212.
Ind. Code § 23-1-22-3 — Indiana Code / Title 23 / Article 1 / Chapter 22 / Section 23-1-22-3
Emergencies; powers; meetings
Status: in_force

Sec. 3. (a) In anticipation of or during an emergency defined in subsection (d), the board of directors of a corporation may:

(1) modify lines of succession to accommodate the incapacity of any director, officer, employee, or agent; and

(2) relocate the principal office, designate alternative principal offices or regional offices, or authorize the officers to do so.

(b) During an emergency defined in subsection (d), unless emergency bylaws provide otherwise:

(1) notice of a meeting of the board of directors need be given only to those directors whom it is practicable to reach and may be given in any practicable manner, including by publication and radio; and

(2) one (1) or more officers of the corporation present at a meeting of the board of directors may be deemed to be directors for the meeting, in order of rank and within the same rank in order of seniority, as necessary to achieve a quorum.

(c) Corporate action taken in good faith during an emergency under this section to further the ordinary business affairs of the corporation:

(1) binds the corporation; and

(2) may not be used to impose liability on a corporate director, officer, employee, or agent.

(d) An emergency exists for purposes of this section if an extraordinary event prevents a quorum of the corporation's directors from assembling in time to deal with the business for which the meeting has been or is to be called.

As added by P.L.149-1986, SEC.6.
Ind. Code § 23-19-2-2.4 — Indiana Code / Title 23 / Article 19 / Chapter 2 / Section 23-19-2-2.4
Repealed
Status: repealed

As added by P.L.71-2014, SEC.2. Repealed by P.L.160-2015, SEC.4.
Ind. Code § 23-1-43-5 — Indiana Code / Title 23 / Article 1 / Chapter 43 / Section 23-1-43-5
"Business combination" defined
Status: in_force

Sec. 5. As used in this chapter, "business combination", when used in reference to any resident domestic corporation and any interested shareholder of the resident domestic corporation, means any of the following:

(1) Any merger of the resident domestic corporation or any subsidiary of the resident domestic corporation with:

(A) the interested shareholder; or

(B) any other corporation (whether or not itself an interested shareholder of the resident domestic corporation) that is, or after the merger or consolidation would be, an affiliate or associate of the interested shareholder.

(2) Any sale, lease, exchange, mortgage, pledge, transfer, or other disposition (in one (1) transaction or a series or transactions) to or with the interested shareholder or any affiliate or associate of the interested shareholder of assets of the resident domestic corporation or any subsidiary of the resident domestic corporation:

(A) having an aggregate market value equal to ten percent (10%) or more of the aggregate market value of all the assets, determined on a consolidated basis, of the resident domestic corporation;

(B) having an aggregate market value equal to ten percent (10%) or more of the aggregate market value of all the outstanding shares of the resident domestic corporation; or

(C) representing ten percent (10%) or more of the earning power or net income, determined on a consolidated basis, of the resident domestic corporation.

(3) The issuance or transfer by the resident domestic corporation or any subsidiary of the resident domestic corporation (in one (1) transaction or a series of transactions) of any shares of the resident domestic corporation or any subsidiary of the resident domestic corporation that have an aggregate market value equal to five percent (5%) or more of the aggregate market value of all the outstanding shares of the resident domestic corporation to the interested shareholder or any affiliate or associate of the interested shareholder except under the exercise of warrants or rights to purchase shares offered, or a dividend or distribution paid or made, pro rata to all shareholders of the resident domestic corporation.

(4) The adoption of any plan or proposal for the liquidation or dissolution of the resident domestic corporation proposed by, or under any agreement, arrangement, or understanding (whether or not in writing) with, the interested shareholder or any affiliate or associate of the interested shareholder.

(5) Any:

(A) reclassification of securities (including without limitation any share split, share dividend, or other distribution of shares in respect of shares, or any reverse share split);

(B) recapitalization of the resident domestic corporation;

(C) merger or consolidation of the resident domestic corporation with any subsidiary of the resident domestic corporation; or

(D) other transaction (whether or not with or into or otherwise involving the interested shareholder);

proposed by, or under any agreement, arrangement, or understanding (whether or not in writing) with, the interested shareholder or any affiliate or associate of the interested shareholder, that has the effect (directly or indirectly) of increasing the proportionate share of the outstanding shares of any class or series of voting shares or securities convertible into voting shares of the resident domestic corporation or any subsidiary of the resident domestic corporation that is directly or indirectly owned by the interested shareholder or any affiliate or associate of the interested shareholder, except as a result of immaterial changes due to fractional share adjustments.

(6) Any receipt by the interested shareholder or any affiliate or associate of the interested shareholder of the benefit (directly or indirectly, except proportionately as a shareholder of the resident domestic corporation), of any loans, advances, guarantees, pledges, or other financial assistance or any tax credits or other tax advantages provided by or through the resident domestic corporation.

As added by P.L.149-1986, SEC.27.
Ind. Code § 23-2-6-1 — Indiana Code / Title 23 / Article 2 / Chapter 6 / Section 23-2-6-1
"Board of trade" defined
Status: in_force

Sec. 1. As used in this chapter, "board of trade" refers to a person or group of persons engaged in:

(1) buying or selling a commodity; or

(2) receiving a commodity for sale on consignment;

whether the person or group of persons is characterized as a board of trade, an exchange, or any other type of marketplace.

As added by P.L.177-1991, SEC.10.
Ind. Code § 23-2.5-6-1 — Indiana Code / Title 23 / Article 2.5 / Chapter 6 / Section 23-2.5-6-1
Academic education required for licensure
Status: in_force

Sec. 1. (a) An applicant for an initial license under IC 23-2.5-4 shall provide to the commissioner evidence that, during the twenty-four (24) month period immediately preceding the application, the applicant completed at least twenty (20) hours of academic education that is acceptable to the commissioner and approved by the Nationwide Multistate Licensing System.

(b) The education hours required by subsection (a) must include the following:

(1) Three (3) hours of federal law and regulations concerning residential mortgage lending.

(2) Three (3) hours of ethics, including instruction on fraud, consumer protection, and fair lending practices.

(3) Two (2) hours of training concerning lending standards for nontraditional residential mortgage loan products.

(4) Two (2) hours of state law and rules concerning residential mortgage lending.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-18.1-6-8 — Indiana Code / Title 23 / Article 18.1 / Chapter 6 / Section 23-18.1-6-8
Maintaining a registered agent
Status: in_force

Sec. 8. (a) A master limited liability company must continuously maintain a registered agent in Indiana as required under IC 23-0.5-4-1.

(b) The registered agent of the master limited liability company serves as the agent and office for service of process in Indiana for each series of the master limited liability company.

As added by P.L.170-2016, SEC.19. Amended by P.L.118-2017, SEC.116.
Ind. Code § 23-18-2-10 — Indiana Code / Title 23 / Article 18 / Chapter 2 / Section 23-18-2-10
Repealed
Status: repealed

As added by P.L.8-1993, SEC.301. Amended by P.L.63-2014, SEC.29. Repealed by P.L.118-2017, SEC.100.
Ind. Code § 23-1.5-2-9 — Indiana Code / Title 23 / Article 1.5 / Chapter 2 / Section 23-1.5-2-9
Repealed
Status: repealed

As added by P.L.239-1983, SEC.1. Repealed by P.L.78-2017, SEC.1.
Ind. Code § 23-16-2-1 — Indiana Code / Title 23 / Article 16 / Chapter 2 / Section 23-16-2-1
Repealed
Status: repealed

As added by P.L.147-1988, SEC.1. Amended by P.L.178-2002, SEC.103; P.L.119-2015, SEC.37. Repealed by P.L.118-2017, SEC.57.
Ind. Code § 23-1-42-11 — Indiana Code / Title 23 / Article 1 / Chapter 42 / Section 23-1-42-11
Dissenters' rights; "fair value" defined
Status: in_force

Sec. 11. (a) Unless otherwise provided in a corporation's articles of incorporation or bylaws before a control share acquisition has occurred, in the event control shares acquired in a control share acquisition are accorded full voting rights and the acquiring person has acquired control shares with a majority or more of all voting power, all shareholders of the issuing public corporation have dissenters' rights as provided in this chapter.

(b) As soon as practicable after such events have occurred, the board of directors shall cause a notice to be sent to all shareholders of the corporation advising them of the facts and that they have dissenters' rights to receive the fair value of their shares pursuant to IC 23-1-44.

(c) As used in this section, "fair value" means a value not less than the highest price paid per share by the acquiring person in the control share acquisition.

As added by P.L.149-1986, SEC.26.
Ind. Code § 23-14-65-2 — Indiana Code / Title 23 / Article 14 / Chapter 65 / Section 23-14-65-2
"Executive" defined
Status: in_force

Sec. 2. As used in this chapter, "executive" means:

(1) the mayor of a city; or

(2) the president of the town council of a town.

As added by P.L.52-1997, SEC.39.
Ind. Code § 23-10-2-22 — Indiana Code / Title 23 / Article 10 / Chapter 2 / Section 23-10-2-22
Subsequent disposition by donor; applicability of chapter
Status: in_force

Sec. 22. No burying ground specified in this chapter shall pass or be held contrary to the intent or meaning of this chapter by virtue of any subsequent devise, purchase, descent, or conveyance of the donor.

Formerly: Acts 1852, 1RS, c.101, s.22. As amended by P.L.34-1987, SEC.342.
Ind. Code § 23-0.5-9-23 — Indiana Code / Title 23 / Article 0.5 / Chapter 9 / Section 23-0.5-9-23
Articles of revocation of dissolution; domestic limited liability company
Status: in_force

Sec. 23. The secretary of state shall collect the following fees for filing articles of revocation of dissolution of a domestic limited liability company:

(1) Twenty dollars ($20) for an electronic filing.

(2) Thirty dollars ($30) for filing in a manner other than electronically.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-2-2.5-27 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-27
Fraud or deceit unlawful
Status: in_force

Sec. 27. It is unlawful for any person in connection with the offer, sale or purchase of any franchise, or in any filing made with the commissioner, directly or indirectly: (1) to employ any device, scheme or artifice to defraud; (2) to make any untrue statements of a material fact or to omit to state a material fact necessary in order to make the statements made, in the light of circumstances under which they are made, not misleading; or (3) to engage in any act which operates or would operate as a fraud or deceit upon any person.

Formerly: Acts 1975, P.L.262, SEC.1.
Ind. Code § 23-19-4.1-8 — Indiana Code / Title 23 / Article 19 / Chapter 4.1 / Section 23-19-4.1-8
Immunity for broker-dealers, investment advisers, and qualified individuals; authority of commissioner to access books and records not impeded
Status: in_force

Sec. 8. Notwithstanding any other provision of law, a broker-dealer, investment adviser, or a qualified individual who, in good faith, complies with section 6 or 7 of this chapter, is immune from any administrative or civil liability for actions taken in accordance with those sections. A broker-dealer, investment adviser, or qualified individual who, in good faith, releases or does not release copies of records under section 9 of this chapter is immune from any civil liability for release of such records or failing to release such records. This chapter does not limit or otherwise impede the authority of the commissioner to access or examine books and records of broker-dealers or investment advisers as otherwise provided by law.

As added by P.L.39-2016, SEC.1. Amended by P.L.158-2017, SEC.11.
Ind. Code § 23-16-6-4 — Indiana Code / Title 23 / Article 16 / Chapter 6 / Section 23-16-6-4
Sharing of distributions
Status: in_force

Sec. 4. Distributions of cash or other assets of a limited partnership shall be allocated among the partners, and among classes and groups of partners, in the manner provided in the partnership agreement. If the partnership agreement does not so provide, distributions shall be made on the basis of the agreed value (as stated in the records of the limited partnership) of the contributions made by each partner to the extent they have been received by the limited partnership and have not been returned.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-17-14-1 — Indiana Code / Title 23 / Article 17 / Chapter 14 / Section 23-17-14-1
Required officers; preparation of minutes of meetings and authentication of corporate records; offices held simultaneously
Status: in_force

Sec. 1. (a) Unless otherwise provided in articles of incorporation or bylaws, a corporation must have a president, a secretary, a treasurer, and other officers appointed by the board of directors.

(b) Bylaws or a board of directors must delegate to one (1) of the officers the responsibility for the following:

(1) Preparing minutes of the director's and members' meetings.

(2) Authenticating records of the corporation.

(c) An individual may simultaneously hold more than one (1) office in a corporation.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-2-4-13 — Indiana Code / Title 23 / Article 2 / Chapter 4 / Section 23-2-4-13
Retirement home guaranty fund; creation and expiration; purpose; levy
Status: in_force

Sec. 13. (a) There is established the Indiana retirement home guaranty fund. The purpose of the fund is to provide a mechanism for protecting the financial interests of residents and contracting parties in the event of the bankruptcy of the provider.

(b) To create the fund, a guaranty association fund fee of one hundred dollars ($100) shall be levied on each contracting party who enters into a continuing care agreement after August 31, 1982, and before July 1, 2009. The fee shall be collected by the provider and forwarded to the commissioner within thirty (30) days after occupancy by the resident. Failure of the provider to collect and forward such fee to the commissioner within that thirty (30) day period shall result in the imposition by the commissioner of a twenty-five dollar ($25) penalty against the provider. In addition, interest payable by the provider shall accrue on the unpaid fee at the rate of two percent (2%) a month.

(c) Any money received by the commissioner under subsection (b) shall be forwarded to the treasurer of state. The fund, and any income from it, shall be held in trust, deposited in a segregated account, invested and reinvested by the treasurer of state in the same manner as provided in IC 20-49-3-10 for investment of the common school fund.

(d) All reasonable expenses of collecting and administering the fund shall be paid from the fund.

(e) Money in the fund at the end of the state's fiscal year shall remain in the fund and shall not revert to the general fund.

As added by Acts 1982, P.L.145, SEC.1. Amended by P.L.2-2006, SEC.180; P.L.153-2009, SEC.12.
Ind. Code § 23-0.6-1.5-1 — Indiana Code / Title 23 / Article 0.6 / Chapter 1.5 / Section 23-0.6-1.5-1
Application of definitions
Status: in_force

Sec. 1. Except as otherwise provided by this article, the definitions set forth in IC 23-0.5-1.5 apply to this article:

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-16-4-2 — Indiana Code / Title 23 / Article 16 / Chapter 4 / Section 23-16-4-2
Classes or groups of limited partners; rights, powers, and duties; voting
Status: in_force

Sec. 2. (a) A partnership agreement may provide for classes or groups of limited partners having such relative rights, powers, and duties as the partnership agreement may provide, and may make provision for the future creation, in the manner provided in the partnership agreement, of additional classes or groups of limited partners having such relative rights, powers, and duties as may from time to time be established (including rights, powers, and duties senior to existing classes and groups of limited partners).

(b) Subject to section 3 of this chapter, the partnership agreement may grant to all the limited partners, to certain identified limited partners, or to a specified class or group of the limited partners the right to vote (on a per capita or other basis), separately or with all or any class or group of the limited partners or the general partners, on any matter.

(c) A partnership agreement that grants a right to vote may set forth provisions relating to the following:

(1) Notice of the time, place, or purpose of any meeting at which any matter is to be voted on by any limited partners.

(2) Waiver of the notice described in subdivision (1).

(3) Action by written consent without a meeting.

(4) The establishment of a record date.

(5) Quorum requirements.

(6) Voting in person or by proxy.

(7) Any other matter concerning the exercise of a right to vote under the partnership agreement.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-14-31-19 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-19
"Scattering area" defined
Status: in_force

Sec. 19. As used in this chapter, "scattering area" means a designated area on dedicated cemetery property where cremated remains that have been removed from their container can be mixed with or placed on top of the soil or ground cover.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-0.6-1.5-19 — Indiana Code / Title 23 / Article 0.6 / Chapter 1.5 / Section 23-0.6-1.5-19
"Organic law"
Status: in_force

Sec. 19. "Organic law" refers to the following:

(1) The law of an entity's jurisdiction of formation governing the internal affairs of the entity.

(2) IC 23-1-40 for a domestic business corporation engaged in a transaction under this article.

(3) IC 23-17-19 for a domestic nonprofit corporation engaged in a transaction under this article.

As added by P.L.118-2017, SEC.6. Amended by P.L.52-2018, SEC.32.
Ind. Code § 23-1.5-3-6.1 — Indiana Code / Title 23 / Article 1.5 / Chapter 3 / Section 23-1.5-3-6.1
Professional corporation; notice of changes
Status: in_force

Sec. 6.1. (a) A professional corporation shall notify the secretary of state of a change:

(1) in the ownership of any share in the professional corporation; or

(2) to the professional corporation's business address;

not more than thirty (30) days after the date on which the change occurs.

(b) The notice of change in ownership described in subsection (a) must include the name and post office address of the transferor shareholder and the transferee shareholder.

(c) The notice of change in business address described in subsection (a) must include the street address of the previous location and the street address of the new location of the professional corporation.

As added by P.L.52-2018, SEC.41.
Ind. Code § 23-14-62-5 — Indiana Code / Title 23 / Article 14 / Chapter 62 / Section 23-14-62-5
Powers of cemetery corporation
Status: in_force

Sec. 5. After a petition is granted under section 4 of this chapter, the cemetery corporation formed by the petitioners may:

(1) control the cemetery;

(2) ornament, beautify, and improve the cemetery;

(3) purchase additions and sell lots in the cemetery;

(4) assess all lots for the care, improvement, and beautification of the cemetery; and

(5) exercise all the powers of a corporation organized under any statute for the purpose of maintaining or managing cemeteries.

As added by P.L.52-1997, SEC.36.
Ind. Code § 23-2.5-8-10 — Indiana Code / Title 23 / Article 2.5 / Chapter 8 / Section 23-2.5-8-10
Prospective borrower funds; requirements
Status: in_force

Sec. 10. If a licensee or a person required to be licensed under this article possesses funds that belong to another person, including money received by or on behalf of a prospective borrower, the licensee or person required to be licensed shall:

(1) upon request of the prospective borrower, account for the funds possessed for the prospective borrower;

(2) follow reasonable and lawful instructions from the prospective borrower concerning the prospective borrower's funds; and

(3) return the prospective borrower's unspent funds to the prospective borrower in a timely manner.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-1.5-1-5.4 — Indiana Code / Title 23 / Article 1.5 / Chapter 1 / Section 23-1.5-1-5.4
"Charitable remainder annuity trust"
Status: in_force

Sec. 5.4. "Charitable remainder annuity trust" has the meaning set forth in Section 664(d)(1) of the Internal Revenue Code.

As added by P.L.172-1996, SEC.1.
Ind. Code § 23-0.5-9-19 — Indiana Code / Title 23 / Article 0.5 / Chapter 9 / Section 23-0.5-9-19
Articles of organization; domestic limited liability company
Status: in_force

Sec. 19. The secretary of state shall collect the following fees for filing the articles of organization of a domestic limited liability company:

(1) Seventy-five dollars ($75) for an electronic filing.

(2) One hundred dollars ($100) for filing in a manner other than electronically.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-14-34-1 — Indiana Code / Title 23 / Article 14 / Chapter 34 / Section 23-14-34-1
Mandatory recording of survey and plat for certain cemeteries
Status: in_force

Sec. 1. Before granting or selling any burial right in any part of a cemetery developed and platted after March 6, 1953, the owner of the cemetery shall cause to be recorded in the recorder's office of the county in which the cemetery is located an accurate survey and plat of that part of its property in which it proposes to grant or sell burial rights.

As added by P.L.52-1997, SEC.8.
Ind. Code § 23-20-1-6 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-6
"Securities violation"
Status: in_force

Sec. 6. As used in this chapter, "securities violation" means a violation of any of the following:

(1) The Securities Act of 1933, as amended, and any regulations related to that act.

(2) The Securities Exchange Act of 1934, as amended, and any regulations related to that act.

(3) The Investment Company Act of 1940, as amended, and any regulations related to that act.

(4) The Investment Advisers Act of 1940, as amended, and any regulations related to that act.

(5) The Indiana Uniform Securities Act (IC 23-19) and any rules related to that act.

(6) Other state securities acts and any rules or regulations related to those acts.

As added by P.L.114-2010, SEC.12. Amended by P.L.42-2011, SEC.47.
Ind. Code § 23-0.5-1.5-10 — Indiana Code / Title 23 / Article 0.5 / Chapter 1.5 / Section 23-0.5-1.5-10
"Filed record"
Status: in_force

Sec. 10. "Filed record" means a record filed by the secretary of state under this article.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-14-33-8 — Indiana Code / Title 23 / Article 14 / Chapter 33 / Section 23-14-33-8
"Cemetery owner" or "owner of a cemetery"
Status: in_force

Sec. 8. "Cemetery owner" or "owner of a cemetery" means the person that:

(1) owns; or

(2) operates and conducts the business of;

a cemetery.

As added by P.L.52-1997, SEC.7.
Ind. Code § 23-0.6-2-4 — Indiana Code / Title 23 / Article 0.6 / Chapter 2 / Section 23-0.6-2-4
Amendment or abandonment of plan of merger
Status: in_force

Sec. 4. (a) A plan of merger may be amended only with the consent of each party to the plan, except as otherwise provided in the plan.

(b) A domestic merging entity may approve an amendment of a plan of merger:

(1) in the same manner as the plan was approved, if the plan does not provide for the manner in which it may be amended; or

(2) by its governing persons or interest holders in the manner provided in the plan, but an interest holder that was entitled to vote on or consent to approval of the merger is entitled to vote on or consent to any amendment of the plan that will change:

(A) the amount or kind of interests, securities, obligations, money, other property, rights to acquire interests or securities, or any combination of the foregoing, to be received by the interest holders of any party to the plan;

(B) the public organic record, if any, or private organic rules of the surviving entity that will be in effect immediately after the merger becomes effective, except for changes that do not require approval of the interest holders of the surviving entity under its organic law or organic rules; or

(C) any other terms or conditions of the plan, if the change would adversely affect the interest holder in any material respect.

(c) After a plan of merger has been approved and before articles of merger are effective, the plan may be abandoned as provided in the plan. Unless prohibited by the plan, a domestic merging entity may abandon the plan in the same manner as the plan was approved.

(d) If a plan of merger is abandoned after articles of merger have been delivered to the secretary of state for filing, articles of abandonment, signed by a party to the plan, must be delivered to the secretary of state for filing before the articles of merger take effect. Articles of abandonment take effect on filing, and the merger is abandoned and does not become effective. The articles of abandonment must contain:

(1) the name of each party to the plan of merger;

(2) the date on which articles of merger were filed by the secretary of state; and

(3) a statement that the merger has been abandoned in accordance with this section.

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-1-54-2 — Indiana Code / Title 23 / Article 1 / Chapter 54 / Section 23-1-54-2
Preemptive rights in existence under prior law
Status: in_force

Sec. 2. Shareholders' preemptive rights in existence on July 31, 1987 (or on the date specified by a resolution of the board of directors of a corporation adopted under IC 23-1-17-3(b)), under prior law continue in effect as created under prior law. However, if the corporation's articles of incorporation are amended under this article with respect to preemptive rights, then all shareholders' preemptive rights are subject to this article after the amendment is effective.

As added by P.L.149-1986, SEC.38.
Ind. Code § 23-6-4-7 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-7
"Small business concern" defined
Status: in_force

Sec. 7. As used in this chapter, "small business concern" means any business entity that qualifies as a small business concern under the applicable section of the federal Aid to Small Business Act (15 U.S.C. 632) and accompanying regulations.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-18-6-3.1 — Indiana Code / Title 23 / Article 18 / Chapter 6 / Section 23-18-6-3.1
Assignment of interest; companies formed after June 30, 1999
Status: in_force

Sec. 3.1. (a) A limited liability company formed under this article after June 30, 1999, is governed by this section.

(b) Except as provided in a written operating agreement:

(1) an interest is assignable in whole or in part;

(2) an assignment entitles the assignee to receive, to the extent assigned, only the distributions to which the assignor would be entitled;

(3) an assignment of an interest does not of itself dissolve the limited liability company or entitle the assignee to participate in the management and affairs of the limited liability company or to become or exercise any rights of a member;

(4) until an assignee of an interest becomes a member, the assignee has no liability as a member solely as a result of the assignment; and

(5) the assignor of an interest is not released from liability as a member solely as a result of the assignment.

(c) Unless otherwise provided in an operating agreement, the pledge of or granting of a security interest, lien, or other encumbrance in or against any or all of the interest of a member is not an assignment and does not cause the member to cease to be a member or to cease to have the power to exercise any rights or powers of a member.

As added by P.L.269-1999, SEC.8. Amended by P.L.14-2000, SEC.54.
Ind. Code § 23-17-10-6 — Indiana Code / Title 23 / Article 17 / Chapter 10 / Section 23-17-10-6
Waiver of notice
Status: in_force

Sec. 6. (a) A member may waive a notice required by this article, articles of incorporation, or bylaws before or after the date and time stated in the notice. The waiver by the member entitled to the notice must be as follows:

(1) In writing.

(2) Signed by the member entitled to the notice.

(3) Delivered to the corporation for inclusion in the minutes or filing with the corporation's records.

(b) A member's attendance at a meeting:

(1) waives objection to lack of notice or defective notice of the meeting, unless the member at the beginning of the meeting objects to holding the meeting or transacting business at the meeting; and

(2) waives objection to consideration of a particular matter at the meeting that is not within the purpose described in the meeting notice, unless the member objects to considering the matter when the matter is presented.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-2-2.5-33 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-33
Investigations; proceedings; powers; self-incrimination
Status: in_force

Sec. 33. (a) The commissioner may in his discretion make such investigations as he deems necessary to determine whether any person has violated or is about to violate any provision of this chapter.

(b) For the purpose of any investigation or proceeding under this chapter, the commissioner or his representative may administer oaths and affirmations, subpoena witnesses, compel their attendance, take evidence, and require the production of any books, papers, correspondence, memoranda, agreements, or other documents or records which the commissioner deems material to the inquiry.

(c) Upon order of the commissioner or his representative in any hearing, depositions may be taken of any witness, to be taken in the manner prescribed by law for depositions in civil actions, and made returnable to the commissioner or his representative.

(d) In case of failure by any person to obey a subpoena, the circuit or superior court, upon application by the commissioner, may issue to the person an order requiring him to appear before the commissioner, or his representative, there to produce documentary evidence, if so ordered, or to give evidence touching the matter under investigation.

(e) No person is excused from attending and testifying or from producing any document or record before the commissioner, or in obedience to the subpoena of the commissioner, or his representative, or in any proceeding instituted by the commissioner, on the grounds that the testimony or evidence, documentary or otherwise, required of him may tend to incriminate him or subject him to a penalty or forfeiture; but no person may be prosecuted or subjected to any penalty or forfeiture for or on account of any transaction, matter, or thing concerning which he is compelled, after validly claiming his privilege against self-incrimination, to testify or produce evidence documentary or otherwise.

Formerly: Acts 1975, P.L.262, SEC.1.
Ind. Code § 23-0.6-4-5 — Indiana Code / Title 23 / Article 0.6 / Chapter 4 / Section 23-0.6-4-5
Articles of conversion; contents; filing; effective date
Status: in_force

Sec. 5. (a) Articles of conversion must be signed by the converting entity and delivered to the secretary of state for filing.

(b) Articles of conversion must contain:

(1) the name, jurisdiction of organization, and type of the converting entity;

(2) the name (which must satisfy the requirements of applicable law), jurisdiction of organization, and type of the converted entity;

(3) if the articles of conversion are not to be effective upon filing, the later date and time on which it will become effective, which may not be more than ninety (90) days after the date of filing;

(4) if the converting entity is a domestic entity, a statement that the plan of conversion was approved in accordance with this article or, if the converting entity is a foreign entity, a statement that the conversion was approved by the foreign entity in accordance with the law of its jurisdiction of formation;

(5) if the converted entity is a domestic filing entity, its public organic record, as an attachment; and

(6) if the converted entity is a foreign entity, a mailing address to which the secretary of state may send any process served on the secretary of state under section 6(e) of this chapter.

(c) Articles of conversion may contain an electronic mail address to which service of process may be made under section 6(e) of this chapter.

(d) In addition to the requirements of subsection (b), articles of conversion may contain any other provision not prohibited by law.

(e) If the converted entity is a domestic entity, its public organic record, if any, must satisfy the requirements of the law of this state, except that the public organic record does not need to be signed and may omit any provision that is not required to be included in a restatement of the public organic record.

(f) A plan of conversion that is signed by a domestic converting entity and meets all the requirements of subsection (b) may be delivered to the secretary of state for filing instead of articles of conversion and on filing has the same effect. If a plan of conversion is filed as provided in this subsection, references in this article to articles of conversion refer to the plan of conversion filed under this subsection.

(g) Articles of conversion are effective upon the date and time of filing or the later date and time specified in the articles of conversion.

(h) If the converted entity is a domestic entity, the conversion becomes effective when the articles of conversion are effective. If the converted entity is a foreign entity, the conversion becomes effective on the later of:

(1) the date and time provided by the organic law of the converted entity; or

(2) when the articles of conversion are effective.

As added by P.L.118-2017, SEC.6. Amended by P.L.52-2018, SEC.36; P.L.177-2019, SEC.11.
Ind. Code § 23-17-3-6 — Indiana Code / Title 23 / Article 17 / Chapter 3 / Section 23-17-3-6
Purporting to act on behalf of nonexistent corporation; liability
Status: in_force

Sec. 6. A person who purports to act as or on behalf of a corporation, knowing that no incorporation took place under this article, is jointly and severally liable for all liabilities created while so acting.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-0.5-3-2 — Indiana Code / Title 23 / Article 0.5 / Chapter 3 / Section 23-0.5-3-2
Required words or phrases
Status: in_force

Sec. 2. (a) The name of a business corporation or nonprofit corporation must contain the word "corporation", "incorporated", "company", or "limited", or the abbreviation "Corp.", "Inc.", "Co.", or "Ltd.", or words or abbreviations of similar import in another language. The name of a business corporation that is a professional corporation must contain the words "Professional Service Corporation" or "Professional Corporation" or abbreviations of these words. In addition, only a professional corporation in which all shareholders are physicians licensed under IC 25-22.5 may use the term "medical" in its corporate name. A licensing authority may by rule adopt further requirements than those specified in this subsection as to the names of professional corporations organized under this article.

(b) The name of a limited partnership must contain the words "limited partnership" or the abbreviation "L.P.". The name of a limited partnership may not contain the name of a limited partner unless:

(1) it is also the name of a general partner or the corporate name of a corporate general partner; or

(2) the business of the limited partnership had been carried on under that name before the admission of that limited partner.

(c) The name of a limited liability partnership must contain the phrase "limited liability partnership" or the abbreviation "L.L.P." or "LLP".

(d) The name of a limited liability company must contain the phrase "limited liability company" or the abbreviation "L.L.C." or "LLC". The name of a master limited liability company must comply with IC 23-18.1-6-7(b). The name of a series with limited liability must comply with IC 23-18.1-6-7(c) and IC 23-18.1-6-7(d).

(e) A filing entity may use the name, including an assumed name, of another filing entity if the filing entity proposing to use the name:

(1) has merged with the other filing entity that was already using the name;

(2) has been formed by the reorganization of the other filing entity that was already using the name; or

(3) has acquired all or substantially all of the assets, including the name, of the other filing entity that was already using the name.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.7.
Ind. Code § 23-17-25.5-2 — Indiana Code / Title 23 / Article 17 / Chapter 25.5 / Section 23-17-25.5-2
"State agency"
Status: in_force

Sec. 2. As used in this chapter, "state agency" has the meaning set forth in IC 4-1-13-1.

As added by P.L.40-2023, SEC.1.
Ind. Code § 23-1.5-5-1 — Indiana Code / Title 23 / Article 1.5 / Chapter 5 / Section 23-1.5-5-1
Foreign professional corporation; compliance with state law
Status: in_force

Sec. 1. (a) A foreign professional corporation desiring to be admitted to render professional services in Indiana must:

(1) comply with IC 23-0.5-5;

(2) comply with this article;

(3) comply with the name requirements of IC 23-0.5-3; and

(4) provide any information required by the secretary of state to determine proper licensure or qualification of the foreign corporation or shareholders of the foreign corporation to transact business in Indiana.

(b) IC 23-0.5-5-7 applies to the foreign professional corporation.

As added by P.L.239-1983, SEC.1. Amended by P.L.11-1987, SEC.26; P.L.118-2017, SEC.31; P.L.52-2018, SEC.42.
Ind. Code § 23-14-41-3 — Indiana Code / Title 23 / Article 14 / Chapter 41 / Section 23-14-41-3
Holding of family burial plot
Status: in_force

Sec. 3. Upon the death of the record owner of the burial rights in a burial plot, the burial plot shall be held as the family burial plot of the deceased owner, if:

(1) the remains of the record owner have been interred, entombed, inurned, or disposed of;

(2) the record owner did not dispose of the burial rights by a specific devise in the owner's last will and testament or by a written designation or transfer of ownership recorded with the cemetery under IC 23-14-42; and

(3) there is at least one (1) interment, entombment, or inurnment in the burial plot.

As added by P.L.52-1997, SEC.15.
Ind. Code § 23-4-1-12 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-12
Partnership charged with knowledge of or notice to partner
Status: in_force

Sec. 12. Notice to any partner of any matter relating to partnership affairs, and the knowledge of the partner acting in the particular matter, acquired while a partner or then present to his mind, and the knowledge of any other partner who reasonably could and should have communicated it to the acting partner, operate as notice or knowledge of the partnership, except in the case of a fraud on the partnership committed by or with the consent of that partner.

Formerly: Acts 1949, c.114, s.12.
Ind. Code § 23-20-1-25 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-25
Securities restitution fund; establishment; funding sources
Status: in_force

Sec. 25. (a) The securities restitution fund is established.

(b) The fund consists of:

(1) amounts from funds received for deposit in the securities division enforcement account as provided in IC 23-19-6-1(h);

(2) two percent (2%) of funds received from other fees and revenues from the administration of IC 23-19 that would otherwise be deposited in the state general fund as provided in IC 23-19-6-1(o); and

(3) amounts appropriated from the general assembly.

As added by P.L.114-2010, SEC.12. Amended by P.L.156-2023, SEC.14.
Ind. Code § 23-14-45-1 — Indiana Code / Title 23 / Article 14 / Chapter 45 / Section 23-14-45-1
Construction of railroad on cemetery property prohibited
Status: in_force

Sec. 1. A person shall not locate or construct a railroad on any real estate held, used, or occupied as a cemetery.

As added by P.L.52-1997, SEC.19.
Ind. Code § 23-4-1-25 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-25
Nature of partner's right in specific partnership property
Status: in_force

Sec. 25. (1) A partner is co-owner with his partners of specific partnership property holding as a tenant in partnership.

(2) The incidents of this tenancy are such that:

(a) A partner, subject to the provisions of this chapter and to any agreement between the partners, has an equal right with his partners to possess specific partnership property for partnership purposes; but he has no right to possess such property for any other purpose without the consent of his partners.

(b) A partner's right in specific partnership property is not assignable except in connection with the assignment of rights of all the partners in the same property.

(c) A partner's right in specific partnership property is not subject to attachment or execution, except on a claim against the partnership. When partnership property is attached for a partnership debt, the partners, or any of them, or the representatives of a deceased partner, cannot claim any right under the homestead or exemption laws.

(d) On the death of a partner, his right in specific partnership property vests in the surviving partner or partners, except where the deceased was the last surviving partner, when his right in such property vests in his legal representative. Such surviving partner or partners, or the legal representative of the last surviving partner, has no right to possess the partnership property for any but a partnership purpose.

(e) A partner's right in specific partnership property is not subject to allowances to surviving spouses, heirs, or next of kin.

Formerly: Acts 1949, c.114, s.25. As amended by P.L.34-1987, SEC.297.
Ind. Code § 23-0.5-1.5-41 — Indiana Code / Title 23 / Article 0.5 / Chapter 1.5 / Section 23-0.5-1.5-41
"Sign"
Status: in_force

Sec. 41. "Sign" means, with present intent to authenticate or adopt a record:

(1) to execute or adopt a tangible symbol; or

(2) to attach to or logically associate with the record an electronic symbol, sound, or process.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-14-54.5-9 — Indiana Code / Title 23 / Article 14 / Chapter 54.5 / Section 23-14-54.5-9
Immunity for veterans' service organizations
Status: in_force

Sec. 9. A veterans' service organization that in good faith receives and inters, entombs, or inurns cremated remains under this chapter is immune from civil liability for any acts or omissions by the veterans' service organization in receiving or interring, entombing, or inurning the cremated remains.

As added by P.L.90-2016, SEC.2.
Ind. Code § 23-20-1-24 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-24
Award not subject to execution, attachment, or garnishment
Status: in_force

Sec. 24. An award made by the division under this chapter is not subject to execution, attachment, garnishment, or other process.

As added by P.L.114-2010, SEC.12.
Ind. Code § 23-14-54.5-8 — Indiana Code / Title 23 / Article 14 / Chapter 54.5 / Section 23-14-54.5-8
Transport of cremated remains; location information for cremated remains
Status: in_force

Sec. 8. (a) A veterans' service organization that receives cremated remains under section 7 of this chapter shall:

(1) transport the cremated remains to a state or national cemetery; and

(2) inter, entomb, or inurn the cremated remains in the state or national cemetery in accordance with any applicable state or federal law.

(b) A veterans' service organization shall provide, in writing to the funeral director who released the cremated remains, the following information concerning the location of the cremated remains that were interred, entombed, or inurned:

(1) The city and state.

(2) The cemetery name.

(3) The plot.

(4) The name of the cemetery owner.

(5) The date the cremated remains were interred, entombed, or inurned.

(6) The contact information of the veterans' service organization.

(c) This section may not be construed to require the funeral director who released the cremated remains under section 7 of this chapter to be present at the interment, entombment, or inurnment of the cremated remains.

As added by P.L.90-2016, SEC.2.
Ind. Code § 23-2.5-12-3 — Indiana Code / Title 23 / Article 2.5 / Chapter 12 / Section 23-2.5-12-3
Effect of repeal on license in effect
Status: repealed

Sec. 3. Unless a license issued under IC 23-2-5, before its repeal, is suspended or revoked before the date on which the license would have expired under IC 23-2-5, before its repeal, the license is valid until the date on which the license would have expired under IC 23-2-5, before its repeal.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-0.5-9-30 — Indiana Code / Title 23 / Article 0.5 / Chapter 9 / Section 23-0.5-9-30
Commercial registered agent listing statement
Status: in_force

Sec. 30. The secretary of state shall collect the following fees for filing a commercial registered agent listing statement:

(1) Twenty dollars ($20) for an electronic filing.

(2) Thirty dollars ($30) for filing in a manner other than electronically.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-1.3-6-5 — Indiana Code / Title 23 / Article 1.3 / Chapter 6 / Section 23-1.3-6-5
Immune from personal liability
Status: in_force

Sec. 5. Regardless of whether the articles of incorporation or bylaws of a benefit corporation include a provision eliminating or limiting the personal liability of directors authorized by IC 23-1-37, a benefit director is not personally liable for an act or omission in the capacity of a benefit director unless the act or omission constitutes self-dealing (other than a conflict of interest transaction described in IC 23-1-35-2(a)), willful misconduct, recklessness, or a knowing violation of law.

As added by P.L.93-2015, SEC.3.
Ind. Code § 23-14-68-6 — Indiana Code / Title 23 / Article 14 / Chapter 68 / Section 23-14-68-6
Trustee's sale of cemetery plots
Status: in_force

Sec. 6. (a) A township trustee who is maintaining a cemetery under section 2 of this chapter may sell plots (as defined in IC 23-14-33-25) within the cemetery that are not known to be owned by any plot owner (as defined in IC 23-14-33-26) for use in the interment, entombment, or inurnment of human remains.

(b) Proceeds from the sale of a plot under subsection (a) shall be:

(1) deposited in the fund for maintenance of cemeteries, if the township has established such a fund under section 4(b) of this chapter; or

(2) deposited in the township fund of the township, if the township has not established a fund for maintenance of cemeteries.

As added by P.L.24-2015, SEC.1.
Ind. Code § 23-1.3-2-6 — Indiana Code / Title 23 / Article 1.3 / Chapter 2 / Section 23-1.3-2-6
"Benefit officer"
Status: in_force

Sec. 6. "Benefit officer" means an individual designated as the benefit officer of a benefit corporation under IC 23-1.3-8.

As added by P.L.93-2015, SEC.3.
Ind. Code § 23-16-4-3 — Indiana Code / Title 23 / Article 16 / Chapter 4 / Section 23-16-4-3
Liability to third parties
Status: in_force

Sec. 3. (a) Except as provided in subsection (d), a limited partner is not liable for the obligations of a limited partnership unless:

(1) the limited partner is also a general partner; or

(2) the limited partner, in addition to exercising the rights and powers of a limited partner, participates in the control of the business.

However, a limited partner who participates in the control of the business is liable only to persons who transact business with the limited partnership reasonably believing, based upon the limited partner's conduct, that the limited partner is a general partner.

(b) A limited partner does not participate in the control of the business within the meaning of subsection (a) solely by doing one (1) or more of the following:

(1) Being a contractor for, or an agent or employee of, the limited partnership or of a general partner, or being an officer, director, or shareholder of a general partner that is a corporation.

(2) Consulting with or advising a general partner with respect to any matter, including the business of the limited partnership.

(3) Acting as surety, guarantor, or endorser for the limited partnership, guaranteeing or assuming one (1) or more specific obligations of the limited partnership, or providing collateral for the limited partnership.

(4) Taking any action required or permitted by law to bring or pursue a derivative action in the right of the limited partnership.

(5) Calling, requesting, attending, or participating in a meeting of the partners or the limited partners.

(6) Proposing, approving, or disapproving, by voting or otherwise, one (1) or more of the following matters:

(A) The dissolution and winding up of the limited partnership.

(B) The sale, exchange, lease, mortgage, pledge, or other transfer of all or substantially all of the assets of the limited partnership.

(C) The incurring, renewal, refinancing, or payment or other discharge of indebtedness by the limited partnership other than in the ordinary course of its business.

(D) A change in the nature of the business.

(E) The admission, retention, or removal of a general partner.

(F) The admission, retention, or removal of a limited partner.

(G) A transaction or other matter involving an actual or potential conflict of interest between a general partner and the limited partnership or the limited partners.

(H) An amendment to the partnership agreement or certificate of limited partnership.

(I) Matters related to the business of the limited partnership not otherwise enumerated in this subsection which the partnership agreement states may be subject to the approval or disapproval of limited partners.

(J) The merger of the limited partnership.

(7) Winding up the limited partnership under IC 23-16-9-3.

(8) Serving on a committee of the limited partnership or the limited partners.

(9) Exercising any right or power permitted to limited partners under this article and not specifically enumerated in this subsection.

(c) The enumeration of certain powers in subsection (b) does not mean that the possession or exercise of any other powers by a limited partner constitutes participation by that limited partner in the control of the business of the limited partnership.

(d) A limited partner who knowingly permits the partner's name to be used in the name of the limited partnership, except under circumstances permitted under IC 23-0.5-3-2(b), is liable to creditors who extend credit to the limited partnership without actual knowledge that the limited partner is not a general partner.

As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.74.
Ind. Code § 23-6-4-12 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-12
Lending institutions as members; loans
Status: in_force

Sec. 12. Notwithstanding any other law, lending institutions may become members of a credit corporation and make loans to the credit corporation as provided in this chapter.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-2-3.1-6.5 — Indiana Code / Title 23 / Article 2 / Chapter 3.1 / Section 23-2-3.1-6.5
Terms of offer; requisites; number of offerees
Status: in_force

Sec. 6.5. No takeover offer may be made which is not made to all offerees holding the same class of equity securities of the target company on substantially equivalent terms. A takeover offer to purchase less than any or all equity securities of the same class of the outstanding equity securities of the target company is not considered as having been made to all offerees of that class on substantially equivalent terms if the pro rata portion of equity securities of that class tendered by any offeree which will be accepted by the offeror is not equal to the highest pro rata portion of equity securities of that class tendered by any other offeree which will be accepted by the offeror. A takeover offer permitting offerees to elect to receive one (1) or more differing kinds of consideration is not considered as having been made to all offerees holding the same class of equity securities of the target company on substantially equivalent terms if proration occurs and the pro rata share of any one (1) or more differing kinds of consideration which is allocable to any offeree is not equal to the highest pro rata share allocable to any other offeree.

As added by P.L.242-1983, SEC.4.
Ind. Code § 23-1-43-7 — Indiana Code / Title 23 / Article 1 / Chapter 43 / Section 23-1-43-7
"Consummation date" defined
Status: in_force

Sec. 7. As used in this chapter, "consummation date", with respect to any business combination, means the date of consummation of the business combination or, in the case of a business combination as to which a shareholder vote is taken, the later of:

(1) the business day before the vote; or

(2) twenty (20) days before the date of consummation of the business combination.

As added by P.L.149-1986, SEC.27.
Ind. Code § 23-10-2-12 — Indiana Code / Title 23 / Article 10 / Chapter 2 / Section 23-10-2-12
Acquiring and possessing of personal property
Status: in_force

Sec. 12. Such trustees and their successors in office may also acquire and possess personal property for the use of any such society, and may appropriate the same, and the income or interest thereof, and all other funds and incomes in their hands as such trustees, for the purposes designated by such society, not inconsistent with the trust.

Formerly: Acts 1852, 1RS, c.101, s.12; Acts 1925, c.68, s.1.
Ind. Code § 23-2-2.5-25 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-25
Repealed
Status: repealed

Formerly: Acts 1975, P.L.262, SEC.1. Repealed by P.L.30-2002, SEC.3.
Ind. Code § 23-4-1-4 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-4
Rules of construction
Status: in_force

Sec. 4. The following rules of construction apply to this chapter:

(1) The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this chapter.

(2) The law of estoppel shall apply under this chapter.

(3) The law of agency shall apply under this chapter.

(4) This chapter shall be so interpreted and construed as to effect its general purpose to make uniform the law of those states which enact it.

(5) This chapter shall not be construed so as to impair the obligations of any contract existing on January 1, 1950, nor to affect any action or proceedings begun or right accrued before January 1, 1950.

(6) All references to this chapter in the partnership agreement and other rules that govern the internal affairs of a partnership are considered references to IC 23-0.5 and IC 23-0.6 also.

Formerly: Acts 1949, c.114, s.4. As amended by P.L.34-1987, SEC.289; P.L.118-2017, SEC.34.
Ind. Code § 23-2.5-4-10 — Indiana Code / Title 23 / Article 2.5 / Chapter 4 / Section 23-2.5-4-10
National criminal history background check
Status: in_force

Sec. 10. (a) At the time of application for an initial license under this chapter, the commissioner shall require the following to submit fingerprints for a national criminal history background check (as defined in IC 10-13-3-12) for use by the commissioner in determining whether the equitable owner of a loan broker, an individual described in subdivision (1), or the applicant should be denied issuance of a license under this chapter for a reason set forth in IC 23-2.5-11-1 or IC 23-2.5-11-2:

(1) In the case of an applicant for licensure as a loan broker, each ultimate equitable owner, equitable owner, director, manager, and officer.

(2) An applicant for licensure as a mortgage loan originator.

(b) Every three (3) years at the time of application for renewal of a license issued under this chapter, beginning with the third calendar year following the calendar year during which the initial license is issued, the commissioner shall require the following to submit fingerprints for a national criminal history background check (as defined in IC 10-13-3-12) for use by the commissioner in determining whether the equitable owner of a loan broker, an individual described in subdivision (1), or the applicant should be denied renewal of a license under this chapter for a reason set forth in IC 23-2.5-11-1 or IC 23-2.5-11-2:

(1) In the case of an applicant for licensure as a loan broker, each ultimate equitable owner, equitable owner, director, manager, and officer.

(2) An applicant for licensure as a mortgage loan originator.

(c) The individual whose fingerprints are submitted under this section shall pay any fees or costs associated with the fingerprints and background check required by this section.

(d) The commissioner may not release the results of a background check required by this section to any private entity.

As added by P.L.175-2019, SEC.2. Amended by P.L.89-2024, SEC.15.
Ind. Code § 23-1.3-6-3 — Indiana Code / Title 23 / Article 1.3 / Chapter 6 / Section 23-1.3-6-3
Report
Status: in_force

Sec. 3. A benefit director shall prepare, and the benefit corporation shall include in the annual benefit report to shareholders required under IC 23-1.3-10, a report of the benefit director on all the following:

(1) Whether the benefit corporation acted in accordance with its general public benefit purpose and any specific public benefit purpose in all material respects during the period covered by the annual benefit report.

(2) Whether the:

(A) directors complied with IC 23-1.3-5-1; and

(B) officers complied with IC 23-1.3-7-1.

(3) If, in the opinion of the benefit director, the benefit corporation or its directors or officers failed to act or comply in the manner described in subdivision (1) or (2), a description of the ways in which the benefit corporation or its directors or officers failed to act or comply.

As added by P.L.93-2015, SEC.3.
Ind. Code § 23-17-16-2 — Indiana Code / Title 23 / Article 17 / Chapter 16 / Section 23-17-16-2
Director defined
Status: in_force

Sec. 2. (a) As used in this chapter, "director" means an individual who is or was a director of a corporation or an individual who, while a director of a corporation, is or was serving at the corporation's request as a director, an officer, a member, a manager, a partner, a trustee, an employee, or an agent of another foreign or domestic corporation, limited liability company, partnership, joint venture, trust, employee benefit plan, or other enterprise, whether for profit or not. A director is considered to be serving an employee benefit plan at the corporation's request if the director's duties to the corporation also impose duties on, or otherwise involve services by, the director to the plan or to participants in or beneficiaries of the plan.

(b) The term includes the estate or personal representative of a director.

As added by P.L.179-1991, SEC.1. Amended by P.L.8-1993, SEC.332.
Ind. Code § 23-14-33-22 — Indiana Code / Title 23 / Article 14 / Chapter 33 / Section 23-14-33-22
"Interment"
Status: in_force

Sec. 22. "Interment" means any lawful disposition in the earth of the remains of a deceased individual as provided by IC 23-14-54.

As added by P.L.52-1997, SEC.7.
Ind. Code § 23-5-1-11 — Indiana Code / Title 23 / Article 5 / Chapter 1 / Section 23-5-1-11
Surrender of authority to transact business; closing out business; effect of withdrawal
Status: in_force

Sec. 11. (a) Any business trust, domestic or foreign, which has obtained authority under this chapter to transact business in Indiana may surrender its said authority at any time by:

(1) filing in the office of the secretary of state a file-marked copy of a resolution duly adopted by its trustees declaring its intention to withdraw, accompanied by a withdrawal fee of thirteen dollars ($13);

(2) recording a copy of the resolution described in subdivision (1) in the office of the county recorder of the county in which the principal office of said business trust in this state is located; and

(3) filing all biennial reports and paying all fees required by section 10.1 of this chapter and not previously filed and paid.

(b) During a period of five (5) years following the effective date of such withdrawal, the business trust shall nevertheless be entitled to convey and dispose of its property and assets in this state, settle and close out its business in this state, and perform any other act or acts pertinent to the liquidation of its business, property, and assets in this state, and to prosecute and defend all suits filed prior to the expiration of said five (5) year period involving causes of action prior to the effective date of such withdrawal or arising out of any action or transactions occurring during said five (5) year period in the course of the liquidation of its business, property, or assets. The withdrawal of a business trust as provided in this section shall have no effect upon any suit filed by or against it prior to the expiration of said five (5) year period until such suit has been finally determined or otherwise finally concluded and all judgments, orders, and decrees entered in the suit have been fully executed, even though such final determination, conclusion, or execution occurs after the expiration of said five (5) year period.

(c) With respect to a foreign business trust, withdrawal under this section shall not affect its written consent to be sued in the courts of this state, or the jurisdiction over public foreign business trusts of the courts of this state, with respect to any cause of action which arose prior to the effective date of its withdrawal.

Formerly: Acts 1963, c.353, s.11. As amended by P.L.34-1987, SEC.331; P.L.119-2015, SEC.30; P.L.136-2018, SEC.130.
Ind. Code § 23-1.3-6-7 — Indiana Code / Title 23 / Article 1.3 / Chapter 6 / Section 23-1.3-6-7
Powers and duties exercised by persons other than directors
Status: in_force

Sec. 7. (a) The articles of incorporation or bylaws of a benefit corporation must provide that the persons or shareholders who perform the duties of the board of directors include a person with the powers, duties, rights, and immunities of a benefit director if the articles of incorporation of the benefit corporation provide that the powers and duties conferred or imposed upon the board of directors shall be exercised or performed by a person other than the directors under IC 23-1-33-1(c).

(b) A person that exercises one (1) or more of the powers, duties, or rights of a benefit director under this section:

(1) does not need to be independent of the benefit corporation;

(2) has the immunities of a benefit director; and

(3) may share the powers, duties, and rights of a benefit director with one (1) or more persons.

As added by P.L.93-2015, SEC.3.
Ind. Code § 23-14-65-3 — Indiana Code / Title 23 / Article 14 / Chapter 65 / Section 23-14-65-3
"Legislative body" defined
Status: in_force

Sec. 3. As used in this chapter, "legislative body" means:

(1) the common council or city-county council of a city; or

(2) the town council of a town.

As added by P.L.52-1997, SEC.39.
Ind. Code § 23-18-5-6 — Indiana Code / Title 23 / Article 18 / Chapter 5 / Section 23-18-5-6
Distributions
Status: in_force

Sec. 6. (a) A distribution may not be made if after giving effect to the distribution:

(1) the limited liability company would not be able to pay its debts as the debts become due in the usual course of business; or

(2) the limited liability company's total assets would be less than the sum of its total liabilities plus, unless the operating agreement permits otherwise, the amount that would be needed if the affairs of the limited liability company were to be wound up at the time of the distribution to satisfy any preferential rights that are superior to the rights of members receiving the distribution.

(b) The limited liability company may base a determination that a distribution is not prohibited under subsection (a) upon one (1) of the following:

(1) Financial statements prepared on the basis of accounting practices and principles that are reasonable under the circumstances.

(2) A fair valuation of assets and liabilities or other reasonable method approved by the members or managers, if any.

(c) Except as provided in subsection (e), the effect of a distribution under subsection (a) is measured as of:

(1) the date the distribution is authorized if the payment occurs not more than one hundred twenty (120) days after the date of authorization; or

(2) the date the payment is made if it occurs more than one hundred twenty (120) days after the date of authorization.

(d) A limited liability company's indebtedness to a member incurred by reason of an obligation to make a distribution in accordance with this section is at parity with the limited liability company's indebtedness to its general unsecured creditors, except to the extent subordinated by agreement.

(e) If terms of the indebtedness provide that payment of principal and interest is to be made only if and to the extent that payment of a distribution to members could then be made under this section, indebtedness of a limited liability company, including indebtedness issued as a distribution, is not a liability for purposes of determinations made under subsection (b).

(f) If the indebtedness is issued as a distribution, each payment of principal or interest on the indebtedness is treated as a distribution, the effect of which is measured on the date the payment is actually made.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-4-1-26 — Indiana Code / Title 23 / Article 4 / Chapter 1 / Section 23-4-1-26
Nature of partner's interest in partnership
Status: in_force

Sec. 26. A partner's interest in the partnership is his share of the profits and surplus, and the same is personal property.

Formerly: Acts 1949, c.114, s.26.
Ind. Code § 23-19-5-5 — Indiana Code / Title 23 / Article 19 / Chapter 5 / Section 23-19-5-5
Filing false or misleading statements
Status: in_force

Sec. 5. It is unlawful for a person to make or cause to be made, in a record that is used in an action or proceeding or filed under this article, a statement that, at the time and in the light of the circumstances under which it is made, is false or misleading in a material respect, or, in connection with the statement, to omit to state a material fact necessary to make the statement made, in the light of the circumstances under which it was made, not false or misleading.

As added by P.L.27-2007, SEC.23.
Ind. Code § 23-1-30-5 — Indiana Code / Title 23 / Article 1 / Chapter 30 / Section 23-1-30-5
Acceptance of signature
Status: in_force

Sec. 5. (a) If the name signed on or submitted with a vote, consent, waiver, or proxy appointment corresponds to the name of a shareholder, the corporation if acting in good faith is entitled to accept the vote, consent, waiver, or proxy appointment and give it effect as the act of the shareholder.

(b) If the name signed on or submitted with a vote, consent, waiver, or proxy appointment does not correspond to the name of its shareholder, the corporation if acting in good faith is nevertheless entitled to accept the vote, consent, waiver, or proxy appointment and give it effect as the act of the shareholder if:

(1) the shareholder is an entity and the name purports to be that of an officer or agent of the entity;

(2) the name purports to be that of an administrator, executor, guardian, or conservator representing the shareholder and, if the corporation requests, evidence of fiduciary status acceptable to the corporation has been presented with respect to the vote, consent, waiver, or proxy appointment;

(3) the name purports to be that of a receiver or trustee in bankruptcy of the shareholder and, if the corporation requests, evidence of this status acceptable to the corporation has been presented with respect to the vote, consent, waiver, or proxy appointment;

(4) the name purports to be that of a pledgee, beneficial owner, or attorney-in-fact of the shareholder and, if the corporation requests, evidence acceptable to the corporation of the person's authority to act for the shareholder has been presented with respect to the vote, consent, waiver, or proxy appointment; or

(5) two (2) or more persons are the shareholder as cotenants or fiduciaries and the name purports to be the name of at least one (1) of the coowners and the person acting appears to be acting on behalf of all the coowners.

(c) The inspectors or the persons making a determination of the validity of proxies shall specify the information upon which they rely in determining the validity of a proxy. The corporation is entitled to reject a vote, consent, waiver, or proxy appointment if the secretary or other officer or agent authorized to tabulate votes, acting in good faith, has reasonable basis for doubt about:

(1) the validity of the signature on a writing or about the signatory's authority to sign for the shareholder; or

(2) the validity of an electronic submission or the submitter's authority to make the electronic transmission.

(d) The corporation and its officer or agent who accepts or rejects a vote, consent, waiver, or proxy appointment in accordance with the standards of this section are not liable in damages to the shareholder for the consequences of the acceptance or rejection.

(e) Corporate action based on the acceptance or rejection of a vote, consent, waiver, or proxy appointment under this section is valid unless a court of competent jurisdiction determines otherwise.

As added by P.L.149-1986, SEC.14. Amended by P.L.9-1998, SEC.2.
Ind. Code § 23-6-4-1 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-1
"Credit corporation" defined
Status: in_force

Sec. 1. As used in this chapter, "credit corporation" means a corporation to which the secretary of state has issued a certificate of election under section 8 of this chapter.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-18-5-8 — Indiana Code / Title 23 / Article 18 / Chapter 5 / Section 23-18-5-8
Distributions in kind
Status: in_force

Sec. 8. (a) Except as provided in the operating agreement, a member, regardless of the nature of the member's contribution, does not have a right to demand and receive a distribution from a limited liability company in a form other than cash.

(b) Except as provided in the operating agreement, a member may not be compelled to accept a distribution in kind from a limited liability company to the extent that the member's percentage interest in the assets being distributed in kind exceeds the percentage of distributions that the member is entitled to receive under section 4 of this chapter.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-14-34-9 — Indiana Code / Title 23 / Article 14 / Chapter 34 / Section 23-14-34-9
Violation of chapter; Class B misdemeanor
Status: in_force

Sec. 9. A person who knowingly violates:

(1) section 1;

(2) section 3; or

(3) section 4;

of this chapter commits a Class B misdemeanor.

As added by P.L.52-1997, SEC.8.
Ind. Code § 23-14-52-1 — Indiana Code / Title 23 / Article 14 / Chapter 52 / Section 23-14-52-1
Application and exceptions to conditions
Status: in_force

Sec. 1. (a) Except as provided in subsection (b), the sale of:

(1) a cemetery;

(2) any part of a cemetery; or

(3) any personal property related to a cemetery;

by a cemetery owner to a purchaser is subject to the conditions set forth in section 2 of this chapter.

(b) The sale of burial rights, services, or merchandise to an individual for the interment of the individual or members of the individual's family is not subject to the conditions set forth in section 2 of this chapter.

As added by P.L.52-1997, SEC.26.
Ind. Code § 23-2.5-8-8 — Indiana Code / Title 23 / Article 2.5 / Chapter 8 / Section 23-2.5-8-8
Security breach of loan broker record
Status: in_force

Sec. 8. If a breach of the security of a record:

(1) maintained by a loan broker under this chapter; and

(2) containing the unencrypted, unredacted personal information of a borrower or prospective borrower;

occurs, the loan broker is subject to the disclosure requirements of IC 24-4.9-3, unless the loan broker is exempt from the disclosure requirements under IC 24-4.9-3-4.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-0.5-5-13 — Indiana Code / Title 23 / Article 0.5 / Chapter 5 / Section 23-0.5-5-13
Denial of reinstatement; notice; appeal
Status: in_force

Sec. 13. (a) If the secretary of state denies an entity's application for reinstatement under section 12(a) and 12(b) of this chapter, the secretary of state shall serve the entity with a written notice that explains the reason or reasons for denial.

(b) The entity may appeal the denial of reinstatement to the circuit or superior court of the county in which its registered agent is located not later than thirty (30) days after service of the denial of reinstatement is perfected. The entity appeals by petitioning the court to set aside the revocation and attaching to the petition copies of all the following:

(1) The secretary of state's notice of revocation provided under section 11(b) of this chapter.

(2) The entity's application for reinstatement described in section 12(a) of this chapter.

(3) The secretary of state's notice of denial described in subsection (a).

(c) The court may order the secretary of state to reinstate the registration or may take any other action the court considers appropriate.

(d) The court's final decision may be appealed as in other civil proceedings.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.22.
Ind. Code § 23-1.5-1-12 — Indiana Code / Title 23 / Article 1.5 / Chapter 1 / Section 23-1.5-1-12
"Qualified person"
Status: in_force

Sec. 12. "Qualified person" means an individual, general partnership, professional corporation, or trustee of a qualified trust that is eligible under this article to own shares issued by a professional corporation.

As added by P.L.239-1983, SEC.1.
Ind. Code § 23-7-8-3 — Indiana Code / Title 23 / Article 7 / Chapter 8 / Section 23-7-8-3
Public records; inspection
Status: in_force

Sec. 3. All registration statements and information required to be filed under this chapter with the division, are public records. The division shall maintain these records for at least two (2) years, and shall make them available to the general public for inspection and photocopying for a charge, during the normal business hours.

As added by P.L.245-1983, SEC.1.
Ind. Code § 23-14-34-4 — Indiana Code / Title 23 / Article 14 / Chapter 34 / Section 23-14-34-4
Issuance of certificate of burial rights
Status: in_force

Sec. 4. The owner of a cemetery shall issue a certificate of burial rights to each purchaser of a burial right in the cemetery. Each certificate of burial rights issued under this section must be properly signed and acknowledged before a notary public.

As added by P.L.52-1997, SEC.8. Amended by P.L.113-2022, SEC.4.
Ind. Code § 23-17-20-2 — Indiana Code / Title 23 / Article 17 / Chapter 20 / Section 23-17-20-2
Disposal of property other than in usual or regular course of business; authorization; abandonment of transactions
Status: in_force

Sec. 2. (a) A corporation may sell, lease, exchange, or otherwise dispose of all, or substantially all, of the corporation's property, with or without the goodwill, other than in the usual and regular course of the corporation's activities on the terms and conditions and for the consideration determined by the corporation's board of directors if the proposed transaction is authorized by subsection (b).

(b) Unless this article, articles of incorporation, bylaws, a board of directors, or members acting under subsection (d) require a greater vote or voting by class, a proposed transaction to be authorized must be approved as follows:

(1) By the board of directors.

(2) By the members by a majority of the votes cast.

(3) In writing by a person whose approval is required by articles of incorporation authorized under IC 23-17-17-1 for an amendment to the articles of incorporation or bylaws.

(c) If a corporation does not have members, the transaction must be approved by a vote of a majority of the directors in office at the time the transaction is approved. In addition, the corporation shall provide notice of a directors meeting at which the approval is to be obtained under IC 23-17-15-3. The notice must state that the purpose of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a copy or summary of a description of the transaction.

(d) Unless articles of incorporation provide otherwise, a proposed transaction must be initiated by a board of directors. The board of directors may condition the board's submission of the proposed transaction on receipt of a higher percentage of the members of affirmative votes or on any other basis.

(e) If a corporation seeks to have a transaction approved by the members at a membership meeting, the corporation shall give notice to the members of the proposed membership meeting under IC 23-17-10-5. The notice must state that the purpose of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a copy or summary of a description of the transaction.

(f) If a board of directors seeks to have a transaction approved by the members by written consent or written ballot, the material soliciting the approval must contain or be accompanied by a copy or summary of a description of the transaction.

(g) After a sale, a lease, an exchange, or other disposition of property is authorized, the transaction may be abandoned subject to any contractual rights without further action by the members or a person who approved the transaction:

(1) in accordance with the procedure in the resolution proposing the transaction; or

(2) if a procedure is not set forth, in the manner determined by the board of directors.

As added by P.L.179-1991, SEC.1. Amended by P.L.1-1992, SEC.128; P.L.96-1993, SEC.14.
Ind. Code § 23-18-1-4 — Indiana Code / Title 23 / Article 18 / Chapter 1 / Section 23-18-1-4
"Business trust"
Status: in_force

Sec. 4. "Business trust" means a business trust or a foreign business trust (as defined in IC 23-5).

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-17-16-4 — Indiana Code / Title 23 / Article 17 / Chapter 16 / Section 23-17-16-4
Liability defined
Status: in_force

Sec. 4. As used in this chapter, "liability" means the obligation to pay a judgment, settlement, penalty, fine, including an excise tax assessed with respect to an employee benefit plan, or reasonable expenses actually incurred with respect to a proceeding.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-16-1-1 — Indiana Code / Title 23 / Article 16 / Chapter 1 / Section 23-16-1-1
Applicability of definitions
Status: in_force

Sec. 1. The definitions in this chapter apply throughout this article.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-16-6-1 — Indiana Code / Title 23 / Article 16 / Chapter 6 / Section 23-16-6-1
Form of contribution
Status: in_force

Sec. 1. The contribution of a partner may be:

(1) in cash, property, or services rendered; or

(2) a promissory note or other obligation to contribute cash or property or to perform services.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-1-45-7 — Indiana Code / Title 23 / Article 1 / Chapter 45 / Section 23-1-45-7
Notice of dissolution; claims against dissolved corporation
Status: in_force

Sec. 7. (a) A dissolved corporation may also publish notice of its dissolution and request that persons with claims against the corporation present them in accordance with the notice.

(b) The notice must:

(1) be published one (1) time in a newspaper of general circulation in the county where the dissolved corporation's principal office (or, if none in Indiana, its registered office) is or was last located;

(2) describe the information that must be included in a claim and provide a mailing address where the claim may be sent; and

(3) state that a claim against the corporation will be barred unless a proceeding to enforce the claim is commenced within two (2) years after the publication of the notice.

(c) If the dissolved corporation publishes a newspaper notice in accordance with subsection (b), the claim of each of the following claimants is barred unless the claimant commences a proceeding to enforce the claim within two (2) years after the publication date of the newspaper notice:

(1) A claimant who did not receive written notice under section 6 of this chapter.

(2) A claimant whose claim was timely sent to the dissolved corporation but not acted on.

(3) A claimant whose claim is contingent or based on an event occurring after the effective date of dissolution.

(d) A claim may be enforced under this section:

(1) against the dissolved corporation, to the extent of its undistributed assets; or

(2) if the assets have been distributed in liquidation, against a shareholder of the dissolved corporation to the extent of the shareholder's pro rata share of the claim or the corporate assets distributed to the shareholder in liquidation, whichever is less, but a shareholder's total liability for all claims under this section may not exceed the total amount of assets distributed to the shareholder.

As added by P.L.149-1986, SEC.29. Amended by P.L.75-1990, SEC.3.
Ind. Code § 23-1-40-7 — Indiana Code / Title 23 / Article 1 / Chapter 40 / Section 23-1-40-7
Foreign corporations; participation in merger or share exchange
Status: in_force

Sec. 7. (a) One (1) or more foreign corporations may participate in a merger or a share exchange with one (1) or more domestic corporations if:

(1) in a merger, the merger is permitted by the law of the state or country under whose law each foreign corporation is incorporated and each foreign corporation complies with that law in effecting the merger;

(2) in a share exchange, the corporation whose shares will be acquired in the share exchange is a domestic corporation, whether or not a share exchange is permitted by the law of the state or country under whose law the acquiring corporation is incorporated;

(3) the foreign corporation complies with section 5 of this chapter if it is the surviving corporation of the merger or acquiring corporation of the share exchange; and

(4) each domestic corporation complies with the applicable provisions of sections 1 through 4 of this chapter and, if it is the surviving corporation of the merger or acquiring corporation of the share exchange, with section 5 of this chapter.

(b) Upon the merger or share exchange taking effect, the surviving foreign corporation of a merger and the acquiring foreign corporation of a share exchange is deemed:

(1) to appoint the secretary of state as its agent for service of process in a proceeding to enforce any obligation or the rights of dissenting shareholders of each domestic corporation party to the merger or share exchange; and

(2) to agree that it will promptly pay to the dissenting shareholders of each domestic corporation party to the merger or share exchange the amount, if any, to which they are entitled under IC 23-1-44.

(c) This section does not limit the power of a foreign corporation to acquire all or part of the shares of one (1) or more classes or series of a domestic corporation through a voluntary exchange or otherwise.

As added by P.L.149-1986, SEC.24.
Ind. Code § 23-1-42-3 — Indiana Code / Title 23 / Article 1 / Chapter 42 / Section 23-1-42-3
"Interested shares" defined
Status: in_force

Sec. 3. As used in this chapter, "interested shares" means the shares of an issuing public corporation in respect of which any of the following persons may exercise or direct the exercise of the voting power of the corporation in the election of directors:

(1) An acquiring person or member of a group with respect to a control share acquisition.

(2) Any officer of the issuing public corporation.

(3) Any employee of the issuing public corporation who is also a director of the corporation.

As added by P.L.149-1986, SEC.26.
Ind. Code § 23-14-31-4 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-4
"Body part" defined
Status: in_force

Sec. 4. As used in this chapter, "body part" means:

(1) a limb or other part of the human anatomy that is removed for medical purposes, treatment, surgery, biopsy, autopsy, or medical research; or

(2) a human body or a portion of a human body that has been donated to science for medical research purposes.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-14-31-44 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-44
Legal control and disposition; forms concerning disposal
Status: in_force

Sec. 44. (a) Cremated remains may be retained by the person having legal control over the remains or may be disposed of in any of the following manners:

(1) Placing the remains in a grave, niche, or crypt.

(2) Scattering the remains in a scattering area.

(3) Disposing of the remains in any manner if:

(A) the remains are reduced to a particle size of one-eighth (1/8) inch or less; and

(B) the disposal is made on the property of a consenting owner, on uninhabited public land, or on a waterway.

(b) The Indiana department of health shall adopt forms for recording the following information concerning the disposal of cremated human remains on the property of a consenting owner:

(1) The date and manner of the disposal of the remains.

(2) The legal description of the property where the remains were disposed of.

The owner of the property where the cremated remains were disposed of and the person having legal control over the remains shall attest to the accuracy of the information supplied on the forms. The owner of the property where the cremated remains were disposed of shall record the forms with the county recorder of the county in which the property is located and shall return the form and the burial transit permit described in IC 16-37-3, within ten (10) days after the remains are disposed of.

As added by P.L.231-1995, SEC.2. Amended by P.L.56-2023, SEC.208.
Ind. Code § 23-6-4-6 — Indiana Code / Title 23 / Article 6 / Chapter 4 / Section 23-6-4-6
"Member loan" defined
Status: in_force

Sec. 6. As used in this chapter, "member loan" means a loan made by a member upon the call of the credit corporation under its lending agreement with the member and section 13 of this chapter.

As added by P.L.236-1985, SEC.1.
Ind. Code § 23-13-12-1 — Indiana Code / Title 23 / Article 13 / Chapter 12 / Section 23-13-12-1
Right to borrow; security for loan
Status: in_force

Sec. 1. Any incorporated university, college, academy, theological institution, or high school existing on November 1, 1851, under either a special charter or a general law, is hereby authorized to borrow money for the benefit and use of such corporation, and to secure the same by mortgage of any of the property, real or personal, of any such corporation.

Formerly: Acts 1855, c.60, s.1. As amended by P.L.34-1987, SEC.356.
Ind. Code § 23-0.5-5-9 — Indiana Code / Title 23 / Article 0.5 / Chapter 5 / Section 23-0.5-5-9
Dissolution; statement of withdrawal; service of process
Status: in_force

Sec. 9. (a) A registered foreign entity that has dissolved and completed winding up or has converted to a domestic or foreign entity that is not a filing entity shall deliver a statement of withdrawal to the secretary of state for filing. The statement must be signed by the dissolved or converted entity and state:

(1) in the case of a foreign entity that has completed winding up:

(A) its name and jurisdiction of formation; and

(B) that the foreign entity surrenders its registration to do business in Indiana; and

(2) in the case of a foreign entity that has converted to a domestic or foreign entity that is not a filing entity:

(A) the name of the converting foreign entity and its jurisdiction of formation;

(B) the type of entity other than a filing entity to which it has converted and its jurisdiction of formation;

(C) that it surrenders its registration to do business in Indiana and revokes the authority of its registered agent to accept service on its behalf; and

(D) a street address to which service of process may be made under subsection (c).

(b) A statement of withdrawal under this section may include an electronic mail address to which service of process may be made under subsection (c).

(c) After a withdrawal under this section is effective, service of process in any action or proceeding based on a cause of action arising during the time the foreign entity was registered to do business in Indiana may be made under IC 23-0.5-4-10.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.19; P.L.177-2019, SEC.8.
Ind. Code § 23-17-16-1 — Indiana Code / Title 23 / Article 17 / Chapter 16 / Section 23-17-16-1
Corporation defined
Status: in_force

Sec. 1. As used in this chapter, "corporation" includes a corporation organized under or governed by this chapter and a domestic or foreign predecessor entity of a corporation in a merger or other transaction in which the predecessor's existence ceased upon consummation of the transaction.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-20-1-29 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-29
State's liability for award; limited to availability of money in fund
Status: in_force

Sec. 29. The state is not liable for a written determination made by the division under this chapter except to the extent that money is available in the fund on the date the award is computed by the division under this chapter.

As added by P.L.114-2010, SEC.12.
Ind. Code § 23-17-16-6 — Indiana Code / Title 23 / Article 17 / Chapter 16 / Section 23-17-16-6
Party defined
Status: in_force

Sec. 6. As used in this chapter, "party" includes an individual who was, is, or is threatened to be made a named defendant or respondent in a proceeding.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-0.5-5-7 — Indiana Code / Title 23 / Article 0.5 / Chapter 5 / Section 23-0.5-5-7
Withdrawal of registration
Status: in_force

Sec. 7. (a) A registered foreign entity may withdraw its registration by delivering a statement of withdrawal to the secretary of state for filing. The statement of withdrawal must be signed by the entity and state:

(1) the name of the entity and its jurisdiction of formation;

(2) that the entity is not doing business in Indiana and that it withdraws its registration to do business in Indiana;

(3) that the entity revokes the authority of its registered agent to accept service of process on its behalf in Indiana;

(4) an address to which service of process may be made under subsection (c); and

(5) a commitment to notify the secretary of state in the future of any change in its street address.

(b) A statement of withdrawal may include an electronic mail address to which service of process may be made under subsection (c). If an electronic mail address is included in the statement of withdrawal, the statement of withdrawal must include a commitment to notify the secretary of state in the future of any change in the electronic mail address.

(c) After the withdrawal of the registration of an entity, service of process in any action or proceeding based on a cause of action arising during the time the entity was registered to do business in Indiana may be made under IC 23-0.5-4-10.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.18; P.L.177-2019, SEC.7; P.L.156-2020, SEC.86.
Ind. Code § 23-14-63-5 — Indiana Code / Title 23 / Article 14 / Chapter 63 / Section 23-14-63-5
Powers and duties of corporation
Status: in_force

Sec. 5. (a) A corporation to which a cemetery is conveyed under section 4 of this chapter:

(1) shall control the cemetery;

(2) shall ornament, beautify, and improve the cemetery;

(3) may purchase additions and sell lots in the cemetery;

(4) may assess all lots for the care, improvement, and beautification of the cemetery;

(5) may receive and hold in trust gifts, donations, and legacies to be devoted to the purposes referred to in subdivisions (1) through (4); and

(6) may exercise all the powers of a corporation organized under any statute for the purpose of owning, managing, and maintaining cemeteries.

(b) All actions that the corporation takes in accordance with statutes concerning cemeteries before the cemetery is conveyed by the township trustee to the corporation are valid and binding on all parties involved in the actions.

As added by P.L.52-1997, SEC.37.
Ind. Code § 23-14-48.5-6 — Indiana Code / Title 23 / Article 14 / Chapter 48.5 / Section 23-14-48.5-6
Use of money in fund
Status: in_force

Sec. 6. Money in the fund may be used to provide cemetery maintenance when the board finds:

(1) that:

(A) the owner of a cemetery is unable to maintain the cemetery;

(B) money in the perpetual care fund of the cemetery is depleted, subject to a dispute that prevents distribution of the money, or otherwise unavailable for the purposes of the perpetual care fund; and

(C) interested persons are unable to take over the management, care, and general supervision of the cemetery under IC 23-14-48-10; or

(2) that the appreciation and income of the principal of a cemetery's perpetual care fund that are available under IC 23-14-48-2 are not sufficient to meet the cemetery's immediate maintenance needs (as defined in IC 23-14-48-1.5).

As added by P.L.65-2007, SEC.3. Amended by P.L.14-2018, SEC.6.
Ind. Code § 23-2.5-12-1 — Indiana Code / Title 23 / Article 2.5 / Chapter 12 / Section 23-2.5-12-1
Effect of repeal of former law
Status: in_force

Sec. 1. The repeal of IC 23-2-5 does not affect any:

(1) rules adopted under IC 23-2-5-11;

(2) action taken under IC 23-2-5; or

(3) right, privilege, obligation, or liability acquired, accrued, or incurred under IC 23-2-5;

as in effect before their repeal.

As added by P.L.175-2019, SEC.2.
Ind. Code § 23-2.5-11-12 — Indiana Code / Title 23 / Article 2.5 / Chapter 11 / Section 23-2.5-11-12
Appeal; procedure
Status: in_force

Sec. 12. (a) An appeal may be taken, to the Marion circuit court or the circuit or superior court of the county where the person taking the appeal resides or maintains a place of business, by the following:

(1) A person whose application for issuance or renewal of a license under this article is granted or denied, from any final order of the commissioner concerning the application.

(2) An applicant for issuance or renewal of a license as a mortgage loan originator, from any final order of the commissioner affecting the application.

(3) An applicant for issuance or renewal of a license for a loan broker office from any final order of the commissioner affecting the application.

(4) A person against whom a civil penalty is imposed under section 3(c) of this chapter, from the final order of the commissioner imposing the civil penalty.

(5) A person who is named as a respondent, from any final order of the commissioner under this article.

(b) Not later than twenty (20) days after the entry of the order under subsection (a), the commissioner must be served with:

(1) a written notice of the appeal specifying the court to which the appeal will be taken and the grounds on which a reversal of the final order is sought;

(2) a demand in writing from the appellant for a certified transcript of the record and all papers on file in the commissioner's office that affect or relate to the order; and

(3) a bond in the penal sum of five hundred dollars ($500) to the state with sufficient surety to be approved by the commissioner, conditioned on the faithful prosecution of the appeal to final judgment and the payment of all costs that are adjudged against the appellant.

(c) Not later than ten (10) days after the date on which the commissioner is served with the items listed in subsection (b), the commissioner shall make, certify, and deliver to the appellant the transcript, and the appellant shall, not later than five (5) days after the date on which the appellant receives the transcript, file the transcript and a copy of the notice of appeal with the clerk of the court. The notice of appeal serves as the appellant's complaint. The commissioner may appear and file a motion or pleading and form the issue. The cause must be entered on the trial calendar for trial de novo and given precedence over all matters pending in the court.

(d) The court shall receive and consider any pertinent oral or written evidence concerning the order of the commissioner from which an appeal under this section is taken. If the order of the commissioner is reversed, the court shall in the court's mandate specifically direct the commissioner concerning the commissioner's further action in the matter. The commissioner is not barred from revoking or altering the order for proper cause that accrues or is discovered after the order is entered. If the order is affirmed, the appellant is not barred after thirty (30) days after the date on which the order is affirmed from filing a new application if the application is not otherwise barred or limited. During the pendency of the appeal, the order from which the appeal is taken is not suspended but remains in effect unless otherwise ordered by the court. An appeal may be taken from the judgment of the court on the same terms and conditions as an appeal is taken in civil actions.

As added by P.L.175-2019, SEC.2. Amended by P.L.89-2024, SEC.31.
Ind. Code § 23-18-4-13 — Indiana Code / Title 23 / Article 18 / Chapter 4 / Section 23-18-4-13
Policy
Status: in_force

Sec. 13. The policy of this article is to give the maximum effect to the principle of freedom of contract and to the enforceability of operating agreements of limited liability companies.

As added by P.L.40-2013, SEC.9.
Ind. Code § 23-1-20-14 — Indiana Code / Title 23 / Article 1 / Chapter 20 / Section 23-1-20-14
"Individual"
Status: in_force

Sec. 14. "Individual" includes the guardianship estate of an incapacitated person (as defined in IC 29-3-1-7.5), or the estate of a decedent.

As added by P.L.149-1986, SEC.4. Amended by P.L.33-1989, SEC.20.
Ind. Code § 23-2-3.1-8.5 — Indiana Code / Title 23 / Article 2 / Chapter 3.1 / Section 23-2-3.1-8.5
Statements of material fact; omissions; false or misleading statements; fraudulent, deceptive, or manipulative acts
Status: in_force

Sec. 8.5. In connection with any takeover offer, or any solicitation of offerees in opposition to or in favor of any takeover offer, it is unlawful for any person to make any untrue statement of a material fact or to omit to state any material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading, or to engage in any fraudulent, deceptive, or manipulative acts or practices.

As added by Acts 1981, P.L.215, SEC.6.
Ind. Code § 23-2.5-6-6 — Indiana Code / Title 23 / Article 2.5 / Chapter 6 / Section 23-2.5-6-6
Mortgage loan originator activities license or registration lapse or expiration; written examination for licensure or registration
Status: in_force

Sec. 6. If an individual who has been issued a mortgage loan originator license under this article, or a license or registration issued by another state or jurisdiction allowing the individual to perform mortgage loan origination activities:

(1) allows the individual's license or registration to lapse; or

(2) otherwise has not been a registered mortgage loan originator, been issued a mortgage loan originator license, or otherwise maintained a license or registration to perform mortgage loan origination activities;

for a period of at least five (5) years, the individual must pass the written examination required by this chapter as a condition of relicensure or reregistration.

As added by P.L.175-2019, SEC.2. Amended by P.L.89-2024, SEC.19.
Ind. Code § 23-14-58-2 — Indiana Code / Title 23 / Article 14 / Chapter 58 / Section 23-14-58-2
Abandonment of cemetery; removal and interment of bodies in suitable cemetery
Status: in_force

Sec. 2. If:

(1) a church or religious society has the ownership or control of a cemetery; and

(2) it is determined, in accordance with the rules, regulations, and usages of the church or religious society, that it is impracticable and undesirable for the church or religious society to maintain the cemetery or burial ground;

the church or religious society may abandon the cemetery and cause the bodies buried in the cemetery to be removed and interred in a suitable cemetery.

As added by P.L.52-1997, SEC.32.
Ind. Code § 23-16-12-4 — Indiana Code / Title 23 / Article 16 / Chapter 12 / Section 23-16-12-4
Repealed
Status: repealed

As added by P.L.147-1988, SEC.1. Amended by P.L.226-1989, SEC.27; P.L.75-1990, SEC.14; P.L.277-2001, SEC.16; P.L.60-2007, SEC.4; P.L.106-2008, SEC.51; P.L.119-2015, SEC.47; P.L.213-2015, SEC.248; P.L.170-2016, SEC.11. Repealed by P.L.118-2017, SEC.80.
Ind. Code § 23-0.5-1.5-2 — Indiana Code / Title 23 / Article 0.5 / Chapter 1.5 / Section 23-0.5-1.5-2
"Biennial report"
Status: in_force

Sec. 2. "Biennial report" means the report required by IC 23-0.5-2-13.

As added by P.L.118-2017, SEC.5.
Ind. Code § 23-1-45-1 — Indiana Code / Title 23 / Article 1 / Chapter 45 / Section 23-1-45-1
Corporation that has not issued shares or commenced business
Status: in_force

Sec. 1. A majority of the incorporators or initial directors of a corporation that has not issued shares or has not commenced business may dissolve the corporation by delivering to the secretary of state for filing articles of dissolution that set forth:

(1) the name of the corporation;

(2) the date of its incorporation;

(3) either:

(A) that none of the corporation's shares has been issued; or

(B) that the corporation has not commenced business;

(4) that no debt of the corporation remains unpaid;

(5) that the net assets of the corporation remaining after winding up have been distributed to the shareholders, if shares were issued; and

(6) that a majority of the incorporators or initial directors authorized the dissolution.

As added by P.L.149-1986, SEC.29.
Ind. Code § 23-19-2-3 — Indiana Code / Title 23 / Article 19 / Chapter 2 / Section 23-19-2-3
Additional exemptions; waivers
Status: in_force

Sec. 3. A rule adopted or order issued under this article may exempt a security, transaction, or offer; a rule under this article may exempt a class of securities, transactions, or offers from any or all of the requirements of IC 23-19-3-1 through IC 23-19-3-6 and IC 23-19-5-4; and an order under this article may waive, in whole or in part, any or all of the conditions for an exemption or offer under sections 1 and 2 of this chapter.

As added by P.L.27-2007, SEC.23.
Ind. Code § 23-18-3-3 — Indiana Code / Title 23 / Article 18 / Chapter 3 / Section 23-18-3-3
Personal liability of members, managers, agents, or employees
Status: in_force

Sec. 3. (a) A member, a manager, an agent, or an employee of a limited liability company is not personally liable for the debts, obligations, or liabilities of the limited liability company, whether arising in contract, tort, or otherwise, or for the acts or omissions of any other member, manager, agent, or employee of the limited liability company. A member, a manager, an agent, or an employee of a limited liability company may be personally liable for the person's own acts or omissions.

(b) This article and Indiana law exclusively govern any conflict between Indiana law and the laws of another state with regard to the liability of a member, a manager, an agent, or an employee of a limited liability company organized and existing under this article for the debts, obligations, or liabilities of the limited liability company, or for the acts or omissions of other members, managers, agents, or employees of the limited liability company.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-16-6-2 — Indiana Code / Title 23 / Article 16 / Chapter 6 / Section 23-16-6-2
Liability for contribution
Status: in_force

Sec. 2. (a) A promise by a limited partner to contribute to the limited partnership is not enforceable unless set out in a writing signed by the limited partner.

(b) Except as provided in the partnership agreement, a partner is obligated to the limited partnership to perform any enforceable promise to contribute cash or property or to perform services, even if the partner is unable to perform because of death, disability, or any other reason. If a partner does not make a required contribution of property or services, the partner is obligated at the option of the limited partnership to contribute cash equal to that portion of the agreed value (as stated in the partnership records of the limited partnership) of the contribution that has not been made. The option provided under this subsection is in addition to, and is not in lieu of, any other rights, including the right to specific performance, that the limited partnership may have against such a partner under the partnership agreement or applicable law.

(c) Unless otherwise provided in the partnership agreement, the obligation of a partner to make a contribution or to return money or other property paid or distributed in violation of this article may be compromised only by written consent of all the partners. Notwithstanding any such compromise, a creditor of a limited partnership who extends credit or otherwise acts in reliance on that obligation after the partner signs a writing (including the partnership agreement and any amendment to the partnership agreement) that reflects the obligation and before the amendment or cancellation of the partnership agreement to reflect the compromise, may enforce the original obligation to the extent that, in extending credit, the creditor reasonably relied on the obligation of a partner to make a contribution.

(d) A partnership agreement may provide that the interest of any partner who fails to make any contribution that the partner is obligated to make is subject to specified penalties for, or specified consequences of, the failure. Penalties or consequences provided for in the partnership agreement may include the following:

(1) Reducing the defaulting partner's proportionate interest in the limited partnership.

(2) Subordinating the defaulting partner's partnership interest to that of nondefaulting partners.

(3) A forced sale of the partner's partnership interest.

(4) Forfeiture of the partner's partnership interest.

(5) The lending by other partners of the amount necessary to meet the defaulting partner's commitment.

(6) A fixing of the value of the defaulting partner's partnership interest by appraisal or by formula and the redemption or sale of the defaulting partner's partnership interest at the fixed value.

(7) Any other penalty or consequence.

As added by P.L.147-1988, SEC.1.
Ind. Code § 23-14-71-3 — Indiana Code / Title 23 / Article 14 / Chapter 71 / Section 23-14-71-3
Platting and acquisition of adjacent land for burial purposes
Status: in_force

Sec. 3. The association may lay out and plat into lots all portions of the cemetery not platted and used and occupied for burial purposes on March 6, 1899, and may purchase, take, receive, and hold other real estate adjacent to the cemetery for burial purposes.

As added by P.L.52-1997, SEC.45.
Ind. Code § 23-20-1-16 — Indiana Code / Title 23 / Article 20 / Chapter 1 / Section 23-20-1-16
Adjudication of violation required; final order; failure of party to pay
Status: in_force

Sec. 16. (a) The division may not award restitution assistance under this chapter unless the securities violation was adjudicated in a state or federal court or a regulatory agency administrative proceeding.

(b) The division may not award restitution assistance under this chapter unless:

(1) a final order has been entered ordering restitution to the victim in a proceeding described in subsection (a); and

(2) the party ordered to pay restitution has not paid the full amount.

As added by P.L.114-2010, SEC.12.
Ind. Code § 23-18-13-1 — Indiana Code / Title 23 / Article 18 / Chapter 13 / Section 23-18-13-1
Application of state and federal constitutions; IC 1-1
Status: in_force

Sec. 1. All provisions of the Constitution of the United States, the Constitution of the State of Indiana, and IC 1-1 apply to this article.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-1-44-7 — Indiana Code / Title 23 / Article 1 / Chapter 44 / Section 23-1-44-7
"Shareholder"
Status: in_force

Sec. 7. As used in this chapter, "shareholder" means the record shareholder or the beneficial shareholder.

As added by P.L.149-1986, SEC.28.
Ind. Code § 23-14-38-2 — Indiana Code / Title 23 / Article 14 / Chapter 38 / Section 23-14-38-2
Removal and reinterment of bodies from burial structure declared to be public nuisance; removal of mausoleum or vault; costs
Status: in_force

Sec. 2. (a) This section applies if:

(1) a person fails to maintain a mausoleum, garden crypt, vault, or other burial structure in a good state of repair; and

(2) by reason of the failure referred to in subdivision (1), a court of competent jurisdiction declares the mausoleum, garden crypt, vault, or other burial structure to be a public nuisance.

(b) The deceased body or bodies interred in the mausoleum, garden crypt, vault, or other burial structure shall be removed and properly interred:

(1) within thirty (30) days after the judgment declaring the mausoleum, garden crypt, vault, or other burial structure to be a nuisance, if the judgment is not appealed; or

(2) if the judgment is appealed, within thirty (30) days after the judgment is upheld on appeal.

(c) The mausoleum, garden crypt, vault, or other burial structure shall be removed:

(1) within one hundred eighty (180) days after the judgment declaring the mausoleum, garden crypt, vault, or other burial structure to be a nuisance, if the judgment is not appealed; or

(2) if the judgment is appealed, within one hundred eighty (180) days after the judgment is upheld on appeal.

(d) The cost of reinterring the bodies under subsection (b) and removing the mausoleum, garden crypt, vault, or other burial structure under subsection (c) shall be paid:

(1) by the person who owns the mausoleum, garden crypt, vault, or other burial structure; or

(2) if the person who owns the mausoleum, garden crypt, vault, or other burial structure is not found, by the county in which the mausoleum, garden crypt, vault, or structure is located.

As added by P.L.52-1997, SEC.12.
Ind. Code § 23-0.6-6-3 — Indiana Code / Title 23 / Article 0.6 / Chapter 6 / Section 23-0.6-6-3
Effect on actions or proceedings commenced or rights accrued before January 1, 2018
Status: in_force

Sec. 3. This article does not affect an action or proceeding commenced or a right accrued before January 1, 2018.

As added by P.L.118-2017, SEC.6.
Ind. Code § 23-14-74-1 — Indiana Code / Title 23 / Article 14 / Chapter 74 / Section 23-14-74-1
Destruction of detrimental plants and noxious weeds
Status: in_force

Sec. 1. A corporation, organization, association, or individual that owns and has the control and management of a public cemetery located in a township shall keep the public cemetery in a respectable condition by destroying detrimental plants (as defined in IC 15-16-8-1), noxious weeds, and rank vegetation.

As added by P.L.52-1997, SEC.48. Amended by P.L.2-2008, SEC.50.
Ind. Code § 23-0.5-1.5-16 — Indiana Code / Title 23 / Article 0.5 / Chapter 1.5 / Section 23-0.5-1.5-16
"Interest"
Status: in_force

Sec. 16. "Interest" means:

(1) a share in a business corporation;

(2) a membership in a nonprofit corporation; or

(3) a governance interest or economic interest in any other type of unincorporated entity.

As added by P.L.118-2017, SEC.5. Amended by P.L.52-2018, SEC.1.
Ind. Code § 23-2-2.5-23 — Indiana Code / Title 23 / Article 2 / Chapter 2.5 / Section 23-2-2.5-23
Registration or filing not considered finding upon merits
Status: in_force

Sec. 23. (a) Neither:

(1) the fact that a registration renewal form has been filed or a registration notification form has been submitted to the commissioner under section 10.5 of this chapter; nor

(2) the fact that such registration has become effective;

constitutes a finding by the commissioner that any document filed under this chapter is true, complete, or not misleading. Neither any such fact nor the fact that an exemption is available for a transaction means that the commissioner has passed in any way upon the merits or qualifications of, or recommended or given approval to, any person, franchise or transaction.

(b) A person may not make or cause to be made to any prospective purchaser or offeree any representation inconsistent with subsection (a).

Formerly: Acts 1975, P.L.262, SEC.1. As amended by P.L.168-2001, SEC.12.
Ind. Code § 23-0.5-5-10 — Indiana Code / Title 23 / Article 0.5 / Chapter 5 / Section 23-0.5-5-10
Merger; notice
Status: in_force

Sec. 10. (a) If a registered foreign entity merges into a registered or nonregistered foreign entity or converts to a foreign entity required to register with the secretary of state to do business in Indiana, the foreign entity shall deliver to the secretary of state for filing a notice of merger or conversion. The notice must be signed by the surviving or converted entity and state:

(1) the name of the registered foreign entity before the merger or conversion;

(2) the type of entity it was before the merger or conversion;

(3) the name of the applicant entity and, if the name does not comply with IC 23-0.5-3-1, an alternate name adopted under section 6(a) of this chapter;

(4) the type of entity of the applicant entity and its jurisdiction of formation; and

(5) the following information regarding the entity, if different than the information for the foreign entity before the merger or conversion:

(A) The street address of the principal office of the entity.

(B) The information required under IC 23-0.5-4-3(b).

(b) When a notice of merger or conversion takes effect, the registration of the registered foreign entity to do business in Indiana is transferred without interruption to the entity into which it has merged or to which it has been converted.

As added by P.L.118-2017, SEC.5. Amended by P.L.156-2023, SEC.5.
Ind. Code § 23-17-15-1 — Indiana Code / Title 23 / Article 17 / Chapter 15 / Section 23-17-15-1
Regular and special meetings; location of meetings; means of participation in meeting
Status: in_force

Sec. 1. (a) If the time and place of a directors' meeting is fixed by:

(1) bylaws; or

(2) the board of directors;

the meeting is a regular meeting. All other meetings are special meetings.

(b) The board of directors may hold regular or special meetings inside or outside of Indiana.

(c) Unless articles of incorporation or bylaws provide otherwise, a board of directors may permit a director to:

(1) participate in a regular or special meeting by; or

(2) conduct the meeting through the use of;

any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is considered to be present in person at the meeting.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-18.1-5-3 — Indiana Code / Title 23 / Article 18.1 / Chapter 5 / Section 23-18.1-5-3
Notice of limitation on liabilities established
Status: in_force

Sec. 3. The fact that:

(1) the articles of organization of a master limited liability company contain the notice of the limitation on liabilities of a series as required by section 1 of this chapter; and

(2) articles of designation for the series are on file with the office of the secretary of state;

constitutes notice of the limitation on liabilities of a series.

As added by P.L.170-2016, SEC.19.
Ind. Code § 23-19-4.3-5 — Indiana Code / Title 23 / Article 19 / Chapter 4.3 / Section 23-19-4.3-5
Required investment adviser representative continuing education; exceptions; consequences for noncompliance
Status: in_force

Sec. 5. (a) Except as provided in subsections (b) and (c), an investment adviser representative registered under IC 23-19-4 shall complete the following investment adviser representative continuing education requirements each reporting period:

(1) Six (6) credits of investment adviser representative ethics and professional responsibility continuing education content offered by an authorized provider, with at least three (3) hours covering the topic of ethics.

(2) Six (6) credits of investment adviser representative products and practice continuing education content offered by an authorized provider.

(b) An investment adviser representative who is registered as an agent of a FINRA member broker-dealer and complies with FINRA's continuing education requirements is in compliance with subsection (a)(2) for each applicable reporting period if the FINRA continuing education content meets all of the following criteria as determined by NASAA:

(1) The content of the program focuses on:

(A) compliance;

(B) regulatory;

(C) ethical; and

(D) sales practice;

standards.

(2) The content of the program is derived from:

(A) state and federal investment advisory statutes;

(B) rules and regulations;

(C) securities industry rules and regulations; and

(D) accepted standards and practices in the financial services industry.

(3) The program requires that its participants demonstrate proficiency in the subject matter of the educational materials.

(c) If an investment adviser representative who holds a designation that qualifies the individual for an examination waiver under section 3(c) of this chapter completes continuing education content as a condition of maintaining the individual's designation, the individual complies with subsection (a) if the continuing education content:

(1) completed during the relevant reporting period by the investment adviser representative is mandatory to maintain the designation; and

(2) provided by the designating organization during the relevant reporting period is NASAA approved investment adviser representative continuing education content.

(d) An investment adviser representative who fails to comply with this section by the end of a reporting period will renew as "CE Inactive" at the close of the calendar year until the investment adviser representative completes and reports all required investment adviser representative continuing education credits. An investment adviser representative who is "CE Inactive" at the close of the next calendar year is not eligible for investment adviser representative registration or renewal of an investment adviser representative registration under IC 23-19-4.

As added by P.L.41-2026, SEC.7.
Ind. Code § 23-17-8-3 — Indiana Code / Title 23 / Article 17 / Chapter 8 / Section 23-17-8-3
Purchase of memberships or membership rights; public benefit or religious corporation; mutual benefit corporation
Status: in_force

Sec. 3. (a) A public benefit or religious corporation may not purchase any of the corporation's memberships or any right arising from a membership.

(b) A mutual benefit corporation may purchase the membership of a member who resigns or whose membership is terminated for the amount and under the conditions set forth in or authorized by the corporation's articles of incorporation or bylaws. A payment may not be made in violation of IC 23-17-21.

As added by P.L.179-1991, SEC.1.
Ind. Code § 23-14-31-37 — Indiana Code / Title 23 / Article 14 / Chapter 31 / Section 23-14-31-37
Use of holding facilities
Status: in_force

Sec. 37. When a crematory authority is unable to or unauthorized to cremate human remains immediately upon taking custody of the remains, the crematory authority shall place the human remains in a holding facility.

As added by P.L.231-1995, SEC.2.
Ind. Code § 23-19-3-1 — Indiana Code / Title 23 / Article 19 / Chapter 3 / Section 23-19-3-1
Unlawful acts
Status: in_force

Sec. 1. It is unlawful for a person to offer or sell a security in this state unless:

(1) the security is a federal covered security;

(2) the security, transaction, or offer is exempted from registration under IC 23-19-2-1 through IC 23-19-2-3; or

(3) the security is registered under this article.

As added by P.L.27-2007, SEC.23.
Ind. Code § 23-18-4-1 — Indiana Code / Title 23 / Article 18 / Chapter 4 / Section 23-18-4-1
Authority of members or managers
Status: in_force

Sec. 1. (a) Unless the articles of organization provide for a manager or managers, management of the business or affairs of the limited liability company is vested in the members. Subject to any provisions in the operating agreement or this article restricting or enlarging the management rights and duties of any person or group or class of persons, the members have the right and authority to manage the affairs and make all decisions of the limited liability company.

(b) If the articles of organization provide for a manager or managers, except to the extent that the operating agreement reserves the authority to any members or class or group of members, the manager or managers have the authority to manage the business or affairs of the limited liability company. Unless otherwise provided in a written operating agreement, a manager or managers:

(1) must be designated, appointed, elected, removed, or replaced by a vote, approval, or consent of a majority in interest of the members;

(2) do not need to be members of the limited liability company or natural persons; and

(3) unless they have been earlier removed or have earlier resigned, shall act as managers until their successors have been elected and qualified.

As added by P.L.8-1993, SEC.301.
Ind. Code § 23-4-3-7 — Indiana Code / Title 23 / Article 4 / Chapter 3 / Section 23-4-3-7
Disposition of surplus
Status: in_force

Sec. 7. Upon the settlement of such partnership business, the surviving partner or partners shall report the same to the proper court and pay the surplus belonging to such deceased partner into court, to be paid out, on the order of the judge, to such person or persons as may be entitled to the same by law; and such surviving partner or partners shall settle such partnership business within two (2) years from the filing of such inventory and appraisement, unless the court for good cause shown shall grant a longer time.

Formerly: Acts 1877, c.86, s.7.
Ind. Code § 23-2.5-1-2 — Indiana Code / Title 23 / Article 2.5 / Chapter 1 / Section 23-2.5-1-2
"Appraisal company"
Status: in_force

Sec. 2. "Appraisal company" means a business entity that:

(1) performs real estate appraisals on a regular basis for compensation through one (1) or more owners, officers, employees, or agents; or

(2) holds itself out to the public as performing real estate appraisals.

As added by P.L.175-2019, SEC.2.