222 chapters · 1,895 sections in this title.
Ind. Code § 23-1-35-1 Standards of conduct; liability; reaffirmation of corporate governance rules; presumption
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Sec. 1. (a) A director shall, based on facts then known to the director, discharge the duties as a director, including the director's duties as a member of a committee: (1) in good faith; (2) with the care an ordinarily prudent person in a like position would exercise under simil…
Ind. Code § 23-1-35-2 Conflict of interest transaction
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Sec. 2. (a) A conflict of interest transaction is a transaction with the corporation in which a director of the corporation has a direct or indirect interest. A conflict of interest transaction is not voidable by the corporation solely because of the director's interest in the tr…
Ind. Code § 23-1-35-3 Loan or guarantee to director
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Sec. 3. (a) Except as provided by subsection (c), a corporation may not lend money to or guarantee the obligation of a director of the corporation unless: (1) the particular loan or guarantee is approved by a majority of the votes represented by the outstanding voting shares of a…
Ind. Code § 23-1-35-4 Unlawful distribution; liability; contribution
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Sec. 4. (a) Subject to section 1(e) of this chapter, a director who votes for or assents to a distribution made in violation of this article or the articles of incorporation is personally liable to the corporation for the amount of the distribution that exceeds what could have be…