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Ch. 586 2005 LAWS OF MARYLAND
SECTION 18. 20. AND BE IT FURTHER ENACTED, That this Act shall take
effect July 1, 2005.
Approved May 26, 2005.
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CHAPTER 586
(House Bill 958)
AN ACT concerning
Corporations and Real Estate Investment Trusts - Miscellaneous Provisions
FOR the purpose of requiring a certificate of correction to be executed in the same
manner in which the document being corrected is required to be executed at the
time of the filing of the certificate of correction; authorizing a corporation to file
a certificate of notice for record with the State Department of Assessments and
Taxation; specifying the manner in which a certificate of notice must be
executed; specifying information that may be described in a certificate of notice;
prohibiting a certificate of notice from amending, supplementing, or correcting
the charter of a corporation or affecting certain rights or liabilities of
stockholders; providing that a certificate of notice is not part of the charter of a
corporation; providing that a director of a corporation is not required to
authorize or direct the filing of a certificate of notice; providing that a.
corporation is not required to file a certificate of notice for any purpose;
authorizing a corporation to issue stock without consideration to an unlimited
number of persons for the purpose of qualifying the corporation as a real estate
investment trust under the Internal Revenue Code; requiring a director to be
indemnified against reasonable expenses incurred by the director in the defense
of certain claims, issues, or matters under certain circumstances; providing that
a single-director committee of the board of a corporation may make certain
determinations with respect to indemnification of certain directors of the
corporation; clarifying that the board of directors of a corporation may amend
the. charter of the corporation without action by the stockholders unless
prohibited in the charter; authorizing a real estate investment trust to issue
shares of beneficial interest without consideration to an unlimited number of
persons for the purpose of qualifying the real estate investment trust as a real
estate investment trust under the Internal Revenue Code; conforming certain
reporting requirements for a real estate investment trust to the reporting
requirements for a corporation; conforming the requirements for executing
articles of amendment for a real estate investment trust to the requirements for
executing articles of amendment for a corporation; repealing a certain
definition; and generally relating to corporations and real estate investment
trusts.
BY repealing and reenacting, with amendments,
Article — Corporations and Associations
- 3358 -
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