§ 28-13-11-1 Discharge of duties; good faith; ordinary prudence; best interests of corporation
§ 28-13-11-2 Right to rely on data and other information; financial statements and data
§ 28-13-11-3 Bad faith; knowledge making reliance on information unwarranted
§ 28-13-11-4 Best interests of corporation; factors considered
§ 28-13-11-5 Exemption from personal liability; inapplicability in departmental proceedings
§ 28-13-11-6 Legislative intent; business judgment and discretion of directors; corporate takeovers
§ 28-13-11-7 Additional considerations affecting board actions or recommendations; approval of majority of disinterested directors; conclusive presumption of validity
§ 28-13-11-8 Disinterested persons; director or shareholder of corporation
§ 28-13-11-9 Conflict of interest transactions; direct or indirect interest of director; nonvoidability by corporation; voting for authorization, approval, or ratification
§ 28-13-11-10 Unlawful distribution; liability of director; right to contribution

Terms Used In Indiana Code > Title 28 > Article 13 > Chapter 11 - Standards of Conduct for Directors

  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Judgment: means all final orders, decrees, and determinations in an action and all orders upon which executions may issue. See Indiana Code 1-1-4-5
  • Quorum: The number of legislators that must be present to do business.
  • Trustee: A person or institution holding and administering property in trust.