CHAPTER 13. VOLUNTARY DISSOLUTION OF RAILROAD COMPANIES
IC 8-4-13
Chapter 13. Voluntary Dissolution of Railroad Companies
IC 8-4-13-1
Authority for dissolution
Sec. 1. Any corporation organized before or after May 22, 1933,under Indiana statutes for the purpose of construction, owning,maintaining, and/or operating a railroad, other than a street railroador an interurban railroad, may voluntarily dissolve under andpursuant to the provisions of this chapter.
(Formerly: Acts 1933, c.107, s.1.) As amended by P.L.62-1984,SEC.65.
IC 8-4-13-2
Consent of shareholders; certificate of dissolution
Sec. 2. If the holders of record of all the outstanding shares of thecapital stock of a corporation organized under the laws of this statefor the purpose of constructing, owning, maintaining and/oroperating a railroad other than a street railroad or an interurbanrailroad, consent, or have heretofore consented, in writing to itsdissolution or if at a special meeting of which notice has been givento, or waived by, all the shareholders of every class, whether or notentitled to vote, a resolution is adopted, or has heretofore beenadopted, by the votes cast in person or proxy by the holders of recordof shares entitling them to exercise two-thirds (2/3) of the votingpower, or such other proportion as the articles of incorporation orby-laws may require, declaring that it is desirable to wind-up anddissolve such corporation, the president or a vice-president and thesecretary or an assistant secretary shall file in the office of thesecretary of state a certificate verified by their oath, stating:
1. The name of the corporation.
2. The place where its principal office is located.
3. The names and post-office addresses of its directors andofficers, and, if any post-office address be in a city, the street andnumber or any other particular description thereof, if known.
4. That it elects to wind-up and dissolve.
5. That (if) they have been authorized to execute and file suchcertificate by a resolution adopted as above provided or that theyhave been so authorized by the written consent of the holders ofrecord of all the outstanding shares of the corporation.
(Formerly: Acts 1933, c.107, s.2.)
IC 8-4-13-3
Filing certificate; entry by secretary of state
Sec. 3. Upon the filing of any such certificate together with anaffidavit of one (1) of the principal officers of said corporationcontaining a statement that said corporation has lawfully disposed ofall of its property and that all debts, obligations and liabilities of thecorporation have been paid, or discharged, or that adequate provisionhas been made therefor, including all taxes accrued up to the date of
such filing, the corporation shall be dissolved, and the secretary ofstate shall make an appropriate entry or record accordingly.
(Formerly: Acts 1933, c.107, s.3; Acts 1945, c.121, s.1.)
IC 8-4-13-4
Notice; publication
Sec. 4. The directors of such dissolved corporation shall forthwithcause a notice of such dissolution to be published once a week on thesame day of each week for two (2) successive weeks in a newspaperpublished in and of general circulation in the county in which theprincipal office of the corporation is located.
(Formerly: Acts 1933, c.107, s.4.)