MARVIN MANDEL, Governor

1495

(D)       ASSETS.

"ASSETS" MEANS ANY TANGIBLE, INTANGIBLE, REAL, OR
PERSONAL PROPERTY OR OTHER ASSETS, INCLUDING GOODWILL AND
FRANCHISES.

REVISOR'S NOTE: This subsection is new language
derived from Art. 23, §65(a)(3) and expanded
to clarify the usage of the term "property and
assets."

(E)   CHARTER.

(1) "CHARTER" INCLUDES:

(1)    A CHARTER GRANTED BY SPECIAL ACT OF THE
GENERAL ASSEMBLY;

(II)      ARTICLES OR CERTIFICATE OF
INCORPORATION;

(III)    AMENDED ARTICLES OR CERTIFICATE OF
INCORPORATION;

(IV)         ARTICLES OF RESTATEMENT, IF APPROVED AS
DESCRIBED IN §2-609 OF THIS ARTICLE;

(V)       ARTICLES OF AMENDMENT AND RESTATEMENT;
AND

(VI)       ARTICLES OR AGREEMENTS OF CONSOLIDATION.

(2)       "CHARTER" INCLUDES THE DOCUMENTS REFERRED
TO IN PARAGRAPH (1) OF THIS SUBSECTION, EITHER AS:

(I) ORIGINALLY PASSED OR ACCEPTED FOR
RECORD; OR

(II)         AS AMENDED OR SUPPLEMENTED BY SPECIAL
ACT OF THE GENERAL ASSEMBLY, ARTICLES OF AMENDMENT,
ARTICLES OF AMENDMENT AND REDUCTION, ARTICLES OF
EXTENSION, ARTICLES SUPPLEMENTARY, ARTICLES OR
AGREEMENTS OF MERGER, OR ARTICLES OF REVIVAL.

REVISOR'S NOTE: This subsection presently appears as
Art. 23, § 2(1).

Added to the definition in paragraph (1)(iv)
is the phrase "if approved as described in

§2—609 of this article," since articles of
restatement become a "charter document" only
when approved by the stockholders as provided
in §2—609 of this article.