MARVIN MANDEL, Governor                              2533

INCLUDING NECESSARY EXPENSES OF LIQUIDATION; AND

(2) DISTRIBUTE THE REMAINING ASSETS AMONG
THE STOCKHOLDERS.

(C)    SPECIFIC POWERS.

THE DIRECTOR-TRUSTEES MAY:

(1) CARRY OUT THE CONTRACTS OF THE
CORPORATION;

(2)    SELL ALL OR ANY PART OF THE ASSETS OF
THE CORPORATION AT PUBLIC OR PRIVATE SALE;

(3)    SUE OR BE SUED IN THEIR OWN NAMES AS
TRUSTEES OR IN THE NAME OF THE CORPORATION; AND

(4)    DO ALL OTHER ACTS CONSISTENT WITH LAW
AND THE CHARTER OF THE CORPORATION NECESSARY OR PROPER TO
LIQUIDATE THE CORPORATION AND WIND UP ITS AFFAIRS.

(D)    MAJORITY GOVERNS.

THE DIRECTOR-TRUSTEES GOVERN BY MAJORITY VOTE.
3-517.             APPOINTMENT OF RECEIVER ON FORFEITURE.

(A)         WHO MAY FILE PETITION.

A DIRECTOR, STOCKHOLDER, OR CREDITOR OF A
MARYLAND CORPORATION WHICH HAS HAD ITS CHARTER FORFEITED
MAY PETITION A COURT OF EQUITY TO TAKE JURISDICTION OF
THE LIQUIDATION OF THE CORPORATION.

(B)         POWER OF COURT.

AFTER NOTICE AND HEARING, THE COURT FOR GOOD
CAUSE SHOWN MAY ORDER THE CORPORATION LIQUIDATED UNDER
COURT SUPERVISION EITHER BY THE DIRECTORS AS TRUSTEES OR
BY ONE OR MORE RECEIVERS APPOINTED BY THE COURT.

(C)         EFFECT OF APPOINTMENT OR RECEIVER.

THE AUTHORITY OF THE DIRECTOR-TRUSTEES
TERMINATES WHEN A COURT APPOINTS A RECEIVER.

3-518.

DISTRIBUTIONS TO STOCKHOLDERS ON FORFEITURE - WHEN
NUMBER OF OUTSTANDING SHARES KNOWN.

(A) NOTICE TO STOCKHOLDERS TO PROVE INTEREST.