CHAPTER 30. MISCELLANEOUS PROVISIONS

IC 23-17-30
    Chapter 30. Miscellaneous Provisions

IC 23-17-30-1
Dissolution of corporations; transfer and distribution of assets
    Sec. 1. (a) Assets of a dissolved corporation that should betransferred to a creditor, claimant, or member of the corporation whocannot be found or who is not competent to receive the assets shallbe reduced to cash subject to known trust restrictions and depositedwith the treasurer of state or other appropriate state official forsafekeeping. The treasurer of state may receive and hold property inkind. When a creditor, claimant, or member furnishes satisfactoryproof of entitlement to the amount deposited or property held in kind,the treasurer of state shall deliver to the creditor, claimant, ormember, or a person representing a creditor, claimant, or member,that amount.
    (b) On dissolution of a corporation, assets remaining afterdistribution shall escheat to the state. The corporation shall pay theassets to the state general fund through payment to the treasurer ofstate.
As added by P.L.179-1991, SEC.1.

IC 23-17-30-2
Religious doctrines; conflict with statutes
    Sec. 2. If religious doctrine or practice governing the affairs of areligious corporation is inconsistent with this article, the religiousdoctrine or practice control to the extent required by the Constitutionof the United States or the Constitution of the State of Indiana.
As added by P.L.179-1991, SEC.1.

IC 23-17-30-3
Secretary of state; powers and duties
    Sec. 3. The secretary of state has the power reasonably necessaryto perform the duties required of the secretary of state's office by thisarticle.
As added by P.L.179-1991, SEC.1.

IC 23-17-30-4
Meetings impractical or impossible; court orders
    Sec. 4. (a) If it is impractical or impossible for a corporation tocall or conduct a meeting of the corporation's members, delegates, ordirectors or otherwise obtain their consent in the manner prescribedby the corporation's articles of incorporation, bylaws, or this article,upon petition of a director, an officer, a delegate, a member, or theattorney general the circuit or superior court of the county where acorporation's principal office is located may order that a meeting becalled or that a written ballot or other form of obtaining the vote ofmembers, delegates, or directors be authorized in a manner that thecourt finds fair and equitable under the circumstances.
    (b) The court shall, in an order issued under this section, provide

for a method of notice reasonably designed to give actual notice toall persons who would be entitled to notice of a meeting held underthe articles of incorporation, bylaws, and this article, whether or notthe method results in actual notice to all persons or conforms to thenotice requirements that would otherwise apply. In a proceedingunder this section, the court may determine who the members ordirectors are.
    (c) An order issued under this section may dispense with anyrequirement relating to the holding of or voting at meetings orobtaining votes, including any requirement concerning quorums orthe number or percentage of votes needed for approval, that wouldotherwise be imposed by the articles of incorporation, bylaws, or thisarticle.
    (d) When practical, an order issued under this section must limitthe subject matter of meetings or other forms of consent judiciallyauthorized to those items, including amendments to the articles ofincorporation or bylaws, for which the resolution may enable thecorporation to continue managing the corporation's affairs withoutfurther resort to this section. However, an order under this sectionmay also authorize the obtaining of any votes and approvals that arenecessary for a dissolution, merger, or sale of assets.
    (e) A meeting or other method of obtaining the vote of members,delegates, or directors conducted pursuant to an order issued underthis section that complies with the order, is considered a validmeeting or vote and has the same force and effect as if the meetingor method complied with every requirement imposed by the articlesof incorporation, bylaws, and this article.
As added by P.L.179-1991, SEC.1.