THEODORE R. MCKELDIN, GOVERNOR 319

(4) The nature and amount of the consideration to be
paid, transferred or issued by the transferee for the property
and assets of the transferor corporation.

(5) The counties of this State in which are located the
principal offices of each of the corporations party to the
articles, and the counties of this State in which the transferor
corporation owns property the title to which could be affected
by the recording of an instrument among the land records.

(6) If the transferee is a corporation organized under the
laws of another state, the location of its principal office in
said other state, and the name and post office address of a
resident agent of the transferee corporation in this State,
service of process upon whom shall bind such corporation in
any action, suit or proceeding pending or thereafter insti-
tuted or filed against it under the provisions of this sub-title
until the appointment of a substitute resident agent is duly
certified to the Commission.

(7) If the transferee is a non-resident of this State, but
not a corporation, the name and post office address of a resi-
dent agent of the transferee in this State, service of process
upon whom shall bind such transferee in any action, suit or
proceeding pending or thereafter instituted or filed against
it under the provisions of this sub-title until the appointment
of a substitute resident agent is duly certified to the Com-
mission.

(8) As to each transferor corporation organized under the
laws of this State, a statement that the articles were duly
advised by the board of directors and approved by the stock-
holders of such corporation in the manner and by the vote
required by this sub-title or by the charter of the corporation.

(9) As to each transferor corporation organized under the
laws of another state, and as to the transferee corporation,
a statement that the transfer to be effected was duly advised,
authorized and approved in the manner and by the vote re-
quired by the charter of such corporation and by the laws of
the state under which organized.

(10) All other provisions deemed necessary to effect the
sale, lease, exchange or transfer.

(b) The articles shall be signed and acknowledged in the
name and on behalf of each corporation party to the articles
by its president or a vice-president, the corporate seal shall
be affixed and attested by the secretary or an assistant secre-
tary, and the matters and facts set forth in said articles
with respect to authorization and approval shall be verified