CHAPTER 14. OFFICERS

IC 23-17-14
    Chapter 14. Officers

IC 23-17-14-1
Required officers; preparation of minutes of meetings andauthentication of corporate records; offices held simultaneously
    Sec. 1. (a) Unless otherwise provided in articles of incorporationor bylaws, a corporation must have a president, a secretary, atreasurer, and other officers appointed by the board of directors.
    (b) Bylaws or a board of directors must delegate to one (1) of theofficers 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.

IC 23-17-14-2
Duties
    Sec. 2. An officer shall perform the duties set forth in bylaws or,to the extent consistent with bylaws, the duties prescribed:
        (1) in a resolution of the board of directors; or
        (2) by direction of an officer authorized by the board ofdirectors to prescribe the duties of other officers.
As added by P.L.179-1991, SEC.1.

IC 23-17-14-3
Resignation
    Sec. 3. (a) An officer may resign at any time by delivering noticeto one (1) of the following:
        (1) The board of directors, the chairman of the board ofdirectors, or the secretary of the corporation.
        (2) If articles of incorporation or bylaws provide, to anotherdesignated officer.
    (b) A resignation is effective when the notice is effective unlessthe notice specifies a later effective date. If:
        (1) a resignation is made effective at a later date; and
        (2) a corporation accepts the future effective date;
the corporation's board of directors may fill the pending vacancybefore the effective date if the board of directors provides that thesuccessor does not take office until the effective date.
    (c) A board of directors may remove an officer at any time withor without cause.
    (d) An officer who appoints another officer or assistant officermay remove the appointed officer or assistant officer at any timewith or without cause.
As added by P.L.179-1991, SEC.1.

IC 23-17-14-4
Election, appointment, resignation, or removal; contract rights    Sec. 4. (a) The election or appointment of an officer does notcreate contract rights.
    (b) An officer's removal does not affect the officer's contractrights with the corporation. An officer's resignation does not affectthe corporation's contract rights with the officer. Removal orresignation of an officer does not affect the contract rights of theofficer or the corporation.
As added by P.L.179-1991, SEC.1.