2013 Indiana Code TITLE 28. FINANCIAL INSTITUTIONS ARTICLE 12. FORMATION OF BANKS, TRUST COMPANIES, AND BUILDING AND LOAN ASSOCIATIONS CHAPTER 8. BUSINESS OF CORPORATION
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IC 28-12-8
Chapter 8. Business of Corporation
IC 28-12-8-1
Conditions for indebtedness or transactions
Sec. 1. A corporation may not transact any business or incur any
indebtedness, except as is incidental to its organization or to
obtaining subscriptions to or payment for shares of its capital stock,
unless and until the following requirements are met:
(1) The amount of capital of the corporation as set forth in its
articles of incorporation has been fully paid for in money.
(2) There has been filed with the department the affidavit of not
less than a majority of the board of directors stating that the
amount of capital as stated in its articles of incorporation has
been fully paid in.
(3) There has been filed with the department a certificate or
other written evidence satisfactory to the department that the
corporation has obtained deposit insurance from the Federal
Deposit Insurance Corporation or its successor in interest,
unless the corporation is being organized solely as a trust
company.
As added by P.L.14-1992, SEC.162. Amended by P.L.1-1993,
SEC.209.
IC 28-12-8-2
Liability of officers and directors for unauthorized business;
dissenters; exemption
Sec. 2. If a corporation transacts any business in violation of
section 1 of this chapter, the officers and directors of the corporation,
upon learning of the action, are jointly and severally liable for the
debts or liabilities of the corporation so incurred or arising from the
transactions. The liability imposed by this section does not apply to
those officers and directors who dissented to the action and caused
their written dissent to be filed in the principal office of the
corporation.
As added by P.L.14-1992, SEC.162.
IC 28-12-8-3
Failure to timely complete organization and transact business
Sec. 3. If a corporation organized under this title does not
complete its organization and proceeds with the transaction of
business within six (6) months after its articles of incorporation have
been approved and filed, the approval is revoked and the articles of
incorporation are void, unless an extension is granted by the director
of the department.
As added by P.L.11-1998, SEC.21.
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