250 ARTICLE 23.

certain specified consideration or certain specified considerations, subject
to such limitations and restrictions, if any, as may be set forth in the
charter or in the by-laws of the corporation. Such authorization, how-
ever, shall not be effective for the purposes of this section unless such
charter shall set forth:

(a) In the case of stock and/or convertible securities authorized to be
issued for money, the maximum number of shares and/or the maximum
amount of convertible securities authorized to be so issued and the mini-
mum price to be received for each share of each class or the minimum price
to be received for a given number of shares of one or more classes and/or
for a given amount of convertible securities, as the case may be.

(b) In the case of stock and/or convertible securities authorized to be
issued for a consideration, other than money, the number of shares of each
class and/or the amount of convertible securities authorized to be issued
therefor, a particular description of such consideration, showing its nature
and character, and the actual value of such consideration as fixed by the
incorporators, or by the board of directors in the case of an amendment to
the charter.

(c) The terms in detail upon which any convertible securities author-
ized to be issued are convertible into stock of the corporation.

Under this section, charter can include provisions which will have the effect
of making subscriber to stock liable on his subscription, even if all the stock
authorized has not been sold or subscribed for. Tyler v. Receivers of Furniture
Co., 160 Md. 333.

See footnote to sec. 10.

An. Code, 1924, sec. 45. 1920. ch. 545, sec. 35D. 1924, ch. 550, sec. 35D.
1927, ch. 581, sec. 45.

45. If empowered so to do by the charter, the board of directors of
any corporation of this State may authorize the issuance from time to
time of shares of its stock without par value of any class and securities
convertible into shares of its stock without par value of any class for such
considerations as said board of directors may deem advisable, subject to
such limitations and restrictions, if any, as may be set forth in the charter
or in the by-laws of the corporation. The board of directors shall, by reso-
lution, state its opinion of the actual value of any consideration other
than money for which it authorizes shares of stock without par value or
securities convertible into shares of stock without par value to be issued,
unless such value shall have been fixed by the charter.
Cited hut not construed in Maas v. Maas, 165 Md. 347.

46.

See notes to secs. 392 and 39.

47.

Cited but not construed in Maas v. Maas, 165 Md. 347.

49.

Cited but not construed in Maas v. Maas, 165 Md. 347.