Ch. 720                                    1997 LAWS OF MARYLAND

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

Article - Corporations and Associations

2-104.

(a) The articles of incorporation shall include:

(1)     The name and address of each incorporator and a statement that each
incorporator is:

(i) 18 years old or older; and

(ii) Forming a corporation under the general laws of the State of
Maryland;

(2)     The name of the corporation;

(3)     The purposes for which the corporation is formed;

(4)     The address of the principal office of the corporation;

(5)     The name and address of the resident agent of the corporation;

(6)     (i) The total number of shares of stock of all classes which the
corporation has authority to issue;

(ii) The number of shares of stock of each class;

(iii) The par value of the shares of stock of each class or a statement
that the shares are without par value; and

(iv) If there are any shares of stock with par value, the aggregate par
value of all the shares of all classes;

(7)     If the stock is divided into classes as permitted by § 2-105 of this subtitle,
a description of each class including any preferences, conversion and other rights, voting
powers, restrictions, limitations as to dividends, qualifications, and terms and conditions
of redemption; and

(8)     The number of directors and the names of those INDIVIDUALS who will
serve as directors [until the first annual meeting and] until their successors are elected
and qualify.                                                                                                   

2-404.

(a)     Until [the first annual meeting of stockholders and until] successors are
elected and qualify, the board of directors consists of the individuals named as directors
in the charter.

(b)     (1) [At the first annual meeting of stockholders and, except] EXCEPT as
provided in paragraph (2) of this subsection, at each [subsequent] annual meeting OF
STOCKHOLDERS, the stockholders shall elect directors to hold office until the EARLIER
OF:

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