IC 23-5-2
    Chapter 2. Boards of Trade, Exchanges, and Chambers ofCommerce

IC 23-5-2-1
Formation of association
    Sec. 1. Any number of persons not less than ten (10) mayvoluntarily associate themselves by written articles, to be signed andacknowledged by them before some disinterested person authorizedby law to take acknowledgment of deeds, specifying therein theobjects of the organization, the corporate name they may adopt, theamount of capital stock and numbers of shares into which the sameshall be divided, the names and number of the officers to be electedto manage the business and prudential concerns of such association,the manner of their election, the name and place of residence of eachmember or stockholder, and, (if a stock capital is subscribed), theamount and number of shares subscribed by each.
(Formerly: Acts 1875, c.5, s.1.)

IC 23-5-2-2
Purpose of association
    Sec. 2. Such association may be formed, either on the basis ofcapital stock or by requiring annual membership fees, for the purposeof maintaining boards of trade, commercial or real estate exchanges,chambers of commerce or other commercial organizations, undersuch name as the incorporation may see proper to adopt.
(Formerly: Acts 1875, c.5, s.2.)

IC 23-5-2-3
Filing and recording articles of incorporation; amendment
    Sec. 3. Every such association shall file their articles ofincorporation in the recorder's office of the county in which suchassociation may be formed; and, upon the expense of filing andrecording being paid, the recorder shall record the same in themiscellaneous book of records in his office, and such records, or acertified copy thereof, as against the subscribers of such articles ofincorporation, shall be conclusive evidence of the matters and thingstherein recited; such articles may be amended from time to time insuch manner as may be prescribed in the original articles ofassociation; and amendments so made shall go into effect when filedand recorded in the recorder's office of such county: Provided,however, That no such amendments shall be allowed or made whichshall change the objects of any such association as defined in theoriginal articles of association, nor add another and different objectthan those originally specified as herein required.
(Formerly: Acts 1875, c.5, s.3.)

IC 23-5-2-4
Rights, powers, and privileges of associations
    Sec. 4. Every such association shall, from the time such articles

are filed in the proper recorder's office be deemed and held to be acorporation, and shall have and possess all the rights, powers andprivileges given to corporations by common law; to sue and be sued;and to rent, lease, purchase, hold and convey such real and personalproperty as may be necessary and proper for the purpose of erectingand maintaining buildings thereon and to carry out the objects of anysuch corporation.
(Formerly: Acts 1875, c.5, s.4; Acts 1913, c.295, s.1.)

IC 23-5-2-5
Shares of corporation
    Sec. 5. Every such corporation may, at its discretion, divide itscorporate property into shares and designate and prescribe themanner and under what conditions the said stock or shares thereofmay be held, sold, transferred, conveyed, voted, retired, cancelled orforfeited.
(Formerly: Acts 1875, c.5, s.5; Acts 1913, c.295, s.2.)

IC 23-5-2-6
Officers, directors, and agents; books and records
    Sec. 6. Every such corporation shall, in the manner specified in itsarticles of incorporation, elect such officers, directors and agents asmay be necessary to carry into operation the objects of itsorganization. It may adopt and prescribe rules and by-laws for thegovernment of its officers, directors, agents and members, and shallkeep a record of its proceedings, and books in which shall be keptcorrect accounts of all receipts and expenditures of such corporation,and semiannually a balance sheet containing a full, true and completeaccount of all such receipts and expenditures, shall be made out,signed by the president, attested by the clerk or secretary andrecorded in a book to be kept for that purpose, and such book, and allother books in which the accounts of such corporation may be kept,shall be, during business hours, open to the examination andinspection of the members thereof, and shall keep a corporate seal,and such records or copies thereof, duly signed by the president, andattested by the secretary or clerk under its corporate seal, and verifiedby the affidavit of such president or clerk thereto annexed, may begiven and read in evidence in any court when the interests of suchcorporation are concerned.
(Formerly: Acts 1875, c.5, s.6.)

IC 23-5-2-7
Settlement of disputes
    Sec. 7. Every such corporation may adopt rules, by-laws andregulations relating to the arbitration and settlement of businesscontroversies and misunderstanding between its members, and mayappoint, annually, or oftener, committees to whom such disputes maybe referred for settlement, and all arbitrations and settlements thusmade, and the awards of such committees shall be final and bindingupon the parties only who may have signed a written agreement to

abide by such awards, and such corporation may expel any of itsmembers for violations of its regulations, or for dishonorabletransactions in business.
(Formerly: Acts 1875, c.5, s.7.)

IC 23-5-2-8
Violations; penalties
    Sec. 8. Any willful violation of any of the provisions of thischapter, by any association or corporation organized under or byvirtue of this chapter, shall forfeit all rights of such corporation orassociation acquired under this chapter, and it may be proceededagainst by information as, by law, in other cases provided.
(Formerly: Acts 1875, c.5, s.8.) As amended by P.L.34-1987,SEC.332.

IC 23-5-2-9
Mutual mortuary benefits
    Sec. 9. (a) This chapter shall not authorize the organization of anybanking, insurance, telegraph, mining, manufacturing, warehouse, ortransportation company, but any board of trade or other commercialorganization organized under this chapter may create and operateamong its members a system of mutual mortuary benefits and mayraise the benefits, after the death of each member who is a subscriberto the mortuary benefit fund, by an assessment of not more than fourdollars ($4) upon each living member for the benefit of thebeneficiaries of such deceased member described in the articles ofassociation or bylaws of the corporation or for the benefit of thebeneficiaries named by the member conformably to the articles ofassociation or bylaws.
    (b) The corporation may make continued membership in thecorporation itself, of a living member, conditional upon the member'spaying such assessments promptly.
    (c) The corporation shall only be liable to any beneficiary to theextent for the assessment in the beneficiary's favor that has beenreceived by it, and the fund so collected shall not be depleted by anysalary of officers or other expenses, but the whole thereof shall bepaid to the beneficiary.
(Formerly: Acts 1875, c.5, s.9; Acts 1901, c.191, s.1.) As amended byP.L.34-1987, SEC.333; P.L.1-1989, SEC.47.

IC 23-5-2-10
Report to general assembly
    Sec. 10. Any and all associations or corporations organized underor having existence by virtue of this chapter shall remain subject tothe control of the general assembly of the state of Indiana, and maybe, by law, required and compelled to make a report of all itsproceedings to any general assembly of this state, and any generalassembly of this state may, by law, repeal this chapter, and requireand compel the dissolution and settling up of all corporations orassociations organized under this chapter within any period not less

than three (3) years after the passage of such repealing law. A reportunder this section to the general assembly must be in an electronicformat under IC 5-14-6.
(Formerly: Acts 1875, c.5, s.10.) As amended by P.L.34-1987,SEC.334; P.L.28-2004, SEC.161.