54 LAWS OF MARYLAND [CH. 20

the charter and by-laws of the resulting state bank, including
the amendments set forth in the merger agreement. The Direc-
tors of the Bank or Trust Company shall give two weeks' pub-
lic notice of the meeting of the stockholders in at least two
daily newspapers published in the City of Baltimore, if the
corporation be located in the City of Baltimore, or in at least
one or more newspapers published in the county, if there be
two newspapers published in the county where the corporation
may be located, if not located in the said City.

(b) The notice of the meeting of stockholders shall state
that dissenting stockholders will be entitled to payment of the
value of only those shares which are voted against approval
of the plan.

(c) The owner of shares which were voted against the ap-
proval of the merger shall be entitled to receive their value in
cash, if and when the merger becomes effective, upon written
demand, made to the resulting state bank at any time within
thirty days after the effective date of the merger, accom-
panied by the surrender of the stock certificates. The value of
such shares shall be determined as of the date of shareholders'
meeting approving the merger by three appraisers, one to be
selected by the owners of two-thirds of the shares involved,
one by the board of directors of the resulting state bank, and
the third by the two so chosen, but, if the value so fixed shall
not be satisfactory to any dissenting shareholder who has re-
quested payment as provided herein, such shareholder may
within five days after being notified of the appraised value of
his shares appeal to the Bank Commissioner, who shall cause a
reappraisal to be made, which shall be final and binding as to
the value of the shares of the appellant. The valuation agreed
upon by any two appraisers shall govern. If the appraisal is
not completed within ninety days after the merger becomes
effective the Bank Commissioner shall cause an appraisal to be
made.

(d) The expenses of appraisal shall be paid by the result-
ing state bank.

(e) The resulting state bank may fix an amount which it
considers to be not more than the fair market value of the
shares of a constituent bank at the time of the shareholders'
meeting approving the merger, and offer the same in cash to
the dissenting shareholders of that constituent bank. Ac-
ceptance of such offer by any such dissenting shareholder shall
bar his right to receive the appraised value of his shares under
subsection (c) of this section. The amount due under such
accepted offer or under the appraisal shall constitute a debt
of the resulting state bank.