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Session Laws, 1972
Volume 708, Page 1754   View pdf image
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1754                             Laws of Maryland                      [Ch. 686

18.

(b) In case the board of directors, pursuant to a power contained
in the charter, classifies or reclassifies any unissued shares by fixing
or altering the preferences, rights, voting powers, restrictions or
qualifications of, the dividends on, the times or prices of redemption
of, or the conversion rights of, any unissued shares, the board of
directors, before any such stock is issued, shall file with the Depart-
ment articles supplementary to the charter, containing a description
of the stock with the preferences, conversion and other rights, voting
powers, restrictions, limitations as to dividends and qualifications as
fixed or altered by the board of directors and stating that the shares
have been duly classified or reclassified by the board of directors
pursuant to authority contained in the charter. The articles shall
be signed and acknowledged in the name and on behalf of the cor-
poration by the president or a vice-president, [the corporate seal
shall be affixed and] witnessed or attested by the secretary or an
assistant secretary and the matters and facts set forth in said
articles with respect to the action by the board of directors shall
be verified under oath by the chairman or secretary of the meeting
at which such classification or reclassification was adopted, or by
the president, a vice-president, the secretary or an assistant secretary
of the corporation.

27.

(b)  Each certificate shall be signed by the president , CHAIR-
MAN OF THE BOARD, or a vice-president and countersigned by
the secretary or an assistant secretary or the treasurer or an assist-
ant treasurer and [shall] may be sealed with the corporate seal. The
signatures may be either manual or facsimile signatures and the seal
may be either facsimile or any other form of seal. In case any
officer who has signed any certificate ceases to be an officer of the
corporation before the certificate is issued, the certificate may never-
theless be issued by the corporation with the same effect as if the
officer had not ceased to be such officer as of the date of its issue.

35.

(c)  The articles of reduction, or articles of reduction and amend-
ment, shall be signed and acknowledged in the name and on behalf
of the corporation by the president or a vice-president, [the cor-
porate seal shall be affixed and] witnessed or attested by the secre-
tary or assistant secretary, and the matters and facts set forth in
said articles with respect to authorization or approval shall be
verified under oath by the chairman or the secretary of the meeting
at which the action was finally authorized or approved, or by the
president, a vice-president, the secretary or an assistant secretary
of the corporation.

Sec. 4. And be it further enacted, That Section 48 of said title
and subtitle of said Code, subheading "Bylaws, Books, Accounts, Rec-
ords and Stockholders' Rights of Inspection and to Information,"
be and it is hereby repealed and re-enacted, with amendments, to
read as follows:

48.

After the organization meeting of the board of directors, the
power to make, alter and repeal the bylaws of the corporation shall

 

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Session Laws, 1972
Volume 708, Page 1754   View pdf image
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