886

LAWS OF MARYLAND

Ch. 255

(i) "Equity security" means:

(1)  Any stock or similar security, certificate of
interest, or participation in any profit sharing agreement,
voting trust certificate, or certificate of deposit for an equity
security; [or]

(2)  Any security convertible, with or without
consideration, into an equity security, or any warrant or other
security carrying any right to subscribe to or purchase an equity
security; OR

(3)  Any put, call, straddle, or other option or
privilege of buying an equity security from or selling an equity
security to another without being bound to do so.

(k) "Market value" means:

(1) In the case of stock, the highest closing sale
price during the 30 day period immediately preceding the date in
question of a share of such stock on the composite tape for New
York Stock Exchange-listed stocks, or, if such stock is not
quoted on the composite tape, on the New York Stock Exchange,
[or] OR, if such stock is not listed on such Exchange, on the
principal United States securities exchange registered under the
Securities Exchange Act of 1934 on which such stock is listed,
or, if such stock is not listed on any such exchange, the highest
closing bid quotation with respect to a share of such stock
during the 30 day period preceding the date in question on the
National Association of Securities Dealers, Inc. automated
quotations system or any system then in use, or, if no such
quotations are available, the fair market value on the date in
question of a share of such stock as determined by the board of
directors of the corporation in good faith; and

3-603.

(a) For purposes of subsection (b) of this section:

(1)   "Announcement date" means the first general
public announcement of the proposal or intention to make a
proposal of the business combination or its first communication
generally to stockholders of the corporation, whichever is
earlier; [and]

(2)   "Determination date" means the date on which an
interested stockholder first became an interested stockholder[.];
AND

(3)   "Valuation date" means:

(i) For a business combination voted upon by
stockholders, the latter of the day prior to the date of the
stockholders vote or the day 20 days prior to the consummation of
the business combination; and