1104 LAWS OF MARYLAND. [CH. 452

agreement of merger, shall be valid which changes the
terms of any of the outstanding stock issued prior to June
1, 1949, by classification, reclassification or otherwise, in
the absence of a reservation in the charter of the right to
make such amendment, unless

(e) The corporation is one which is subject to the
jurisdiction of the Public Service Commission; or unless
(ii), in the case of any other corporation such change
in the terms of the outstanding stock shall have been
authorized by the holders of all such stock at the time
outstanding, by vote at a meeting or in writing with or
without a meeting; and in the case of any such change of
terms of the outstanding stock, the articles of amendment
or agreement of merger, as the case may be, shall in addi-
tion to other matters required by law, affirmatively set
forth that the holders of such stock have duly authorized
such change of terms.

SEC. 2. And be it further enacted, That this Act shall
take effect June 1, 1949.

Approved April 29, 1949.

CHAPTER 452

(Senate Bill 274)

AN ACT to repeal and re-enact, with amendments, Sub-
section (2) of Section 33 and Sub-section (2) of Sec-
tion 34, of Article 23 of the Annotated Code of Maryland
(1939 Edition and 1947 Supp. ), title "Corporations",
to correct a typographical error in each of said sub-
sections; and to add a new section to Article 23 of the
Annotated Code of Maryland (1939 Edition), title "Cor-
porations", to follow immediately after Section 37, to be
known as Section 37A, relating to the rights of dissent-
ing stockholders of corporations in cases of consolida-
tion or merger.

SECTION 1. Be it enacted by the General Assembly of Maryland,
That Sub-section (2) of Section 33 of Article 23 of the
Annotated Code of Maryland (1939 Edition), title "Cor-
porations", be and it is hereby repealed and re-enacted,
with amendments, to read as follows:

33.

(2) If a merger into one of the existing corporations is
to be effected, there shall be an agreement of merger in