WILLIAM DONALD SCHAEFER, Governor

Ch. 281

Section 2-301, 2-310, 2-311, 2-312, 2-313, 2-315, 2-316,

3-301, and 3-302
Annotated Code of Maryland
(1985 Replacement Volume and 1987 Supplement)

BY adding to

Article - Corporations and Associations
Section 2-301, 2-310, 2-311, and 2-312
Annotated Code of Maryland
(1985 Replacement Volume and 1987 Supplement)

BY renumbering

Article - Corporations and Associations

Section 2-314, 3-303, and 3-304, respectively

to be Section 2-313, 3-301, and 3-302, respectively

Annotated Code of Maryland

(1985 Replacement Volume and 1987 Supplement)

SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF
MARYLAND, That the Laws of Maryland read as follows:

Article - Corporations and Associations

[2-301.

In this subtitle "insolvent" means that a corporation:

(1)  Has debts which exceed the fair value of its
assets; or

(2)  Is unable to meet its debts as they mature in the
ordinary course of its business.]

2-301.

(A)  IN THIS SUBTITLE "DISTRIBUTION" MEANS:

(1)  A DIRECT OR INDIRECT TRANSFER OF MONEY OR OTHER
PROPERTY, EXCEPT A CORPORATION'S OWN SHARES DECLARED OR PAID AS A
STOCK DIVIDEND OR STOCK SPLIT; OR

(2)  AN INCURRENCE OR FORGIVENESS OF INDEBTEDNESS BY A
CORPORATION TO OR FOR THE BENEFIT OF THE CORPORATION'S
STOCKHOLDERS IN RESPECT OF ANY OF ITS SHARES.

(B)  A DISTRIBUTION MAY BE IN THE FORM OF:

(1) A DECLARATION OR PAYMENT OF A DIVIDEND;
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