1554

LAWS OF MARYLAND

[Ch. 311

ARTICLES OF REDUCTION SHALL INCLUDE:

(1)    THE AGGREGATE AMOUNT OF STATED CAPITAL
BEFORE THE REDUCTION AND, IF THE STOCK IS DIVIDED BY
CLASSES, THE AMOUNT ATTRIBUTABLE TO EACH CLASS;

(2)    THE AGGREGATE AMOUNT OF THE REDUCTION OF
THE STATED CAPITAL AND, IF THE STOCK IS DIVIDED BY
CLASSES, THE AMOUNT ATTRIBUTABLE TO EACH CLASS;

(3)    THE METHOD USED TO EFFECT THE REDUCTION;

(4)   THE AGGREGATE AMOUNT OF STATED CAPITAL AS
REDUCED AND, IF THE STOCK IS DIVIDED BY CLASSES, THE
AMOUNT ATTRIBUTABLE TO EACH CLASS; AND

(5)   A STATEMENT THAT THE REDUCTION WAS:

(I)     APPROVED BY THE BOARD OF DIRECTORS
WITHOUT STOCKHOLDER ACTION; OR

(II)   ADVISED BY THE BOARD OF DIRECTORS AND
APPROVED BY THE STOCKHOLDERS.

(B)     CONTENTS OF ARTICLES OF AMENDMENT AND
REDUCTION.

ARTICLES OF AMENDMENT AND REDUCTION SHALL INCLUDE
THE HATTERS REQUIRED TO BE SET FORTH IN BOTH ARTICLES OF
AMENDMENT AND ARTICLES OF REDUCTION.

(C)    EXECUTION OF ARTICLES.

ARTICLES OF REDUCTION AND ARTICLES OF AMENDMENT AND
REDUCTION SHALL BE EXECUTED IN THE MANNER REQUIRED BY
TITLE 1 OF THIS ARTICLE.

REVISOR'S NOTE: This section presently appears as
Art. 23, §35.

The word "aggregate" is inserted in
subsections (a)(1), (2), and (4) to clarify
that both the total and class amounts are
required to be set forth.

Subsection (a) (5) (i) is clarified to
differentiate this director approval from that
referred to in subsection (a) (5) (ii).

The detailed provisions governing the
execution of the articles are deleted as
unnecessary. They are now covered in Title 1
of this article.