CORPORATIONS 829

An. Code, 1924, sec. 95. 1912, sec. 80. 1904, sec. 385. 1888, sec. 272. 1868, ch. 471, sec. 193.

1908, ch. 240, sec. 55.

100. Upon the dissolution of any corporation of this State in any man-
ner otherwise than by judicial proceedings, and until other persons shall be
appointed as receivers by some court of competent jurisdiction, the directors
at the time of dissolution shall become and be trustees for the creditors,
stockholders and members of the corporation so dissolved. They shall take
title to its assets, real and personal, and shall have full power to wind up
and settle its affairs, to use¹ for and collect its assets and to pay its debts;
and they shall divide among the stockholders or members, the money and
other property that shall remain after the payment of the debts and neces-
sary expenses; and the said trustees shall be jointly and severally .liable
to the creditors, stockholders and members of such corporation to the extent
of its property and effects that shall come into their hands.

An alleged reason for the appointment of a receiver ex parte, held answered by
this section. Balto. Trust Co. v. George's Creek C. & I. Co., 119 Md. 31.

This section referred to in construing sec. 99—see notes thereto. Hughes v. Hall, 118
Md. 678.

Cited but not construed in American-Stewart Distillery v. Stewart Distilling Co., 168
Md. 220.

Cited in Pritchard v. Myers, 174 Md. 76.

See notes to secs. 93, 96 and 97.

1939, ch. 664, sec. 95 1/2

101. (a) Whenever any corporation of this State shall have been dis-
solved, its receiver, or if no receiver has been appointed, its directors (as
trustees), may give notice to its stockholders or members to prove their
claims, by mailing such notice, postage prepaid and addressed to them
at their respective addresses as they appear upon the books of the corpora-
tion, and by publication thereof at least three times in a newspaper of
general circulation published in the county or city in which the principal
office of the corporation was last located, such notice requiring proof to be
made by a certain day, named therein, not less than sixty days after such
mailing and not less than sixty days after the first publication thereof.
After the time for making proof, as aforesaid, has expired, the receiver
or directors may proceed to distribute their pro rata shares to stockholders
or members who have proved their claims, reserving the shares of those
who have not made such proof. Thereafter the receiver or directors may
incur reasonable expenses in endeavoring to locate the remaining stock-
holders or members and secure proofs of claims from them and may
charge such expenses against the funds undistributed at the time when
said expenses are incurred, and may, from time to time, make distri-
bution pro rata to such stockholders or members as shall have proved their
claims since the last distribution. Not less than three years after the
original mailing of such notice to stockholders or members and not less
than three years after the first publication thereof, the receiver or directors
may distribute all surplus assets remaining under their control to and
among those stockholders or members, of the class or classes entitled to
distribution, who shall have proved their claims prior to such final dis-
tribution; and after such final distribution, the claims of stockholders or
members who have failed to file proof as aforesaid shall be forever barred
and foreclosed. Any assets remaining unclaimed sixty days after such final
distribution, through failure or inability of the United States postal au-

¹ Evidently a typographical error.