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Session Laws, 1902 Session
Volume 476, Page 699   View pdf image (33K)
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JOHN WALTER SMITH, ESQ., GOVERNOR.

699

mer corporations parties to said agreement ; and the title to
real estate, either by deed or otherwise, under the laws of this
State, vested in either of said companies, shall not be deemed
to revert or be anywise impaired by reason of this Act ; pro-
vided, that all rights of creditors and all liens upon the prop-
erty of each of said companies shall be preserved unimpaired,
and each of said companies may be deemed to continue in
existence, so far as it may be necessary to preserve the same.

CHAP. 478.

SEC. 4. And be it further enacted, That any stockholder
of either of the two companies hereby authorized to consoli-
date, who shall refuse to convert his stock into the stock of the
consolidated company, may, at any time within thirty days
after the adoption of the agreement of consolidation by the
stockholders, as in this Act provided, apply by petition to the
Circuit Court of Baltimore City, if in session, or to a judge of
said Court in vacation, if such Court does not sit within such
period, on reasonable notice to said company, to appoint three
disinterested persons to estimate the damage, if any, done to
such stockholder by such proposed consolidation, and whose
award, or that of a majority of them, when confirmed by said
Court, shall be final and conclusive ; and the persons so
appointed shall also appraise said stock of such stockholder at
the full market value thereof without regard to any deprecia-
tion or appreciation in consequence of the said consolidation ;
and the said company may at its election, either pay to the
eaid stockholder the amount of damage so found and awarded,
if any, or the value of the stock so ascertained and deter-
mined, and upon the payment of said damages, the said stock
shall be forthwith converted into the stock of the consolidated
company, in accordance with the provisions for the converting
of the stock of the consolidated companies into the stock of
the consolidated company, made in the agreement hereinbe-
fore mentioned ; and upon the payment of the value of the
stock as aforesaid, the said stockholder shall transfer the stock
so held by him to said company to be disposed of by the
directors of said company, or be retained for the benefit of the
remaining stockholders ; and in case the value of said stock as
aforesaid is not paid within thirty days after the filing of the
said award and confirmation by said Court and notice to said
company, the damages so found and confirmed shall be a
judgment against said company, and collected as other judg-
ments in said Court as by law are recoverable; provided, how-
ever, that the agreement for merger and consolidation shall
contain no provision in conflict with, or which shall exempt
such railroad or railroads so far as the same may be located in
this State from the operation of the laws of this State.

Appraisers
appointed in
case of
refusal to
convert stock
to new
company



 
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Session Laws, 1902 Session
Volume 476, Page 699   View pdf image (33K)
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