HARRY HUGHES, Governor

249

(1)   THE DETERMINATION OF FAIR VALUE SHALL BE
MADE BY THREE APPRAISERS FOLLOWS:

(I)   ONE CHOSEN BY THE OWNERS OF TWO THIRDS
OF THE SHARES INVOLVED;

(II)   ONE CHOSEN BY THE BOARD OF DIRECTORS
OF THE SUCCESSOR; AND

(III)   THE THIRD CHOSEN BY THE OTHER TWO
APPRAISERS.

(2)   THE FAIR VALUE TO WHICH ANY TWO APPRAISERS
AGREE SHALL GOVERN.

(3) THE APPRAISERS SHALL GIVE NOTICE OF THE FAIR
VALUE DETERMINATION TO THE SUCCESSOR AND TO EACH STOCKHOLDER
WHO HAS MADE DEMAND FOR THE DETERMINATION UNDER § 3-719 OF
THIS SUBSECTION.

(C) REAPPRAISAL.

(1) WITHIN 5 DAYS AFTER THE APPRAISERS GIVE THE
NOTICE OF THE FAIR VALUE DETERMINATION, A STOCKHOLDER WHO IS
DISSATISFIED WITH THAT VALUE MAY NOTIFY THE BANK
COMMISSIONER.

(2)   THE BANK COMMISSIONER SHALL HAVE THE SHARES
REAPPRAISED.

(3)   THIS REAPPRAISAL IS FINAL AND BINDING AS TO
THE VALUE OF THE SHARES OF STOCK OF THAT STOCKHOLDER.

(D)   APPRAISAL BY BANK COMMISSIONER.

(1)   IF THE APPRAISAL TO BE MADE UNDER SUBSECTION
(B) OF THIS SECTION IS NOT COMPLETED WITHIN 90 DAYS AFTER
THE CONSOLIDATION, MERGER, OR TRANSFER OF ASSETS BECOMES
EFFECTIVE, THE BANK COMMISSIONER SHALL HAVE AN APPRAISAL
MADE.

(2)   THIS APPRAISAL IS FINAL AND BINDING AS TO
THE VALUE OF THE SHARES OF STOCK OF ALL OBJECTING
STOCKHOLDERS.

(E)   EXPENSES OF APPRAISALS.

THE SUCCESSOR SHALL PAY THE EXPENSES OF EACH APPRAISAL
MADE UNDER THIS SECTION.

REVISOR'S NOTE: This section presently appears as Art.
11, §§ 109(5) and 113(d) and the second through
last sentences of Art. 11, § 113(c).

It has been revised to apply not only to a
consolidation or merger but, also, to a "transfer