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Session Laws, 1980
Volume 739, Page 247   View pdf image
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HARRY HUGHES, Governor

247

registrar of stocks and bonds, guardian of
estates, assignee, receiver, committee of estates
of lunatics and in every other fiduciary
capacity" for brevity.

In subsection (d) of this section, "unless this
construction would be unreasonable" is

substituted for the phrase "if not inconsistent
with ... such writing" for clarity.

The only other changes are in style.

3-714. EFFECT OF TRANSFER OF ASSETS.

CONSUMMATION OF A TRANSFER OF ASSETS HAS THE EFFECTS
PROVIDED IS § 3-115 OF THE CORPORATIONS AND ASSOCIATIONS
ARTICLE.

REVISOR'S NOTE: This section is new language added to
indicate the effect of a transfer of assets. See
also revisor's note to § 3-702 of this subtitle.

3-715. RESERVED.

3-716. RESERVED.

3-717. RESERVED.

PART II. RIGHTS OF OBJECTING STOCKHOLDERS.

3-718. SUCCESSOR MAY OFFER FAIR VALUE.

(A)       IN GENERAL.

THE SUCCESSOR IN A CONSOLIDATION, MERGER, OR TRANSFER
OF ASSETS MAY OFFER TO PAY IN CASH TO THE OBJECTING
STOCKHOLDERS OF A CONSTITUENT BANK NOT MORE THAN WHAT IT
CONSIDERS TO BE THE FAIR VALUE OF THEIR SHARES OF STOCK AS
OF THE TIME OF THE STOCKHOLDERS' MEETING APPROVING THE
TRANSACTION.

(B)       EFFECT OF ACCEPTANCE..

AN OBJECTING STOCKHOLDER WHO ACCEPTS THE OFFER IS
BARRED FROM RECEIVING THE APPRAISED FAIR VALUE OF THE SHARES
OF STOCK UNDER § 3-719 OF THIS SUBTITLE.

REVISOR'S NOTE: This section is new language derived
from Art. 11, § 109(5) and the first two
sentences of Art. 11, § 113(e).

It has been revised to apply not only to a
consolidation or merger but, also, to a "transfer
of assets", as defined in § 3-701 of this
subtitle. See revisor's note to § 3—702 of this
subtitle.

 

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Session Laws, 1980
Volume 739, Page 247   View pdf image
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