Ind. Trial Rule 23.1

Effective January 1, 1970

In a derivative action brought by one or more shareholders or members or holders of an

interest in such shares or membership, legal or equitable, to enforce a right of a corporation

or of an unincorporated association, the corporation or association having failed to enforce a

right which may properly be asserted by it, the complaint shall be verified and shall allege

that the plaintiff was a shareholder or member or holder of an interest, legal or equitable, in

such shares or membership at the time of the transaction or any part thereof of which he

complains or that his share or membership thereafter devolved on him by operation of law,

and the complaint shall also allege with particularity the efforts, if any, made by the plaintiff,

to obtain the action he desires from the directors or comparable authority and the reasons

for his failure to obtain the action or for not making the effort. The derivative action may not

be maintained if it appears that the plaintiff does not fairly and adequately represent the

interests of the shareholders or members similarly situated in enforcing the right of the corporation or association. The action shall not be dismissed or compromised without the

approval of the court, and notice of the proposed dismissal or compromise shall be given to

shareholders or members in such manner as the court directs.