ROBERT L. EHRLICH, JR., Governor                           H.B. 551

(B)     A STOCKHOLDER MAY REVOKE CONSENT GIVEN UNDER SUBSECTION (A)
OF THIS SECTION, WHETHER AFFIRMATIVE OR IMPLIED, BY WRITTEN NOTICE TO
THE CORPORATION.

(C)     THIS SECTION DOES NOT LIMIT THE MANNER IN WHICH A CORPORATION
OTHERWISE MAY GIVE NOTICE TO STOCKHOLDERS.

2-505.

(a)     Except as provided in subsection (b) of this section, any action required or
permitted to be taken at a meeting of THE stockholders may be taken without a
meeting if a unanimous [written] consent which sets forth the action [and] is:

(1)     [signed] GIVEN IN WRITING OR BY ELECTRONIC TRANSMISSION by
each stockholder entitled to vote on the matter; AND

(2)      [is filed] FILED IN PAPER OR ELECTRONIC FORM with the records of
stockholders meetings.

(b)     Unless the charter requires otherwise, the holders of any class of stock
other than common stock, entitled to vote generally in the election of directors, may
take action or consent to any action by DELIVERING A [the written] consent IN
WRITING OR BY ELECTRONIC TRANSMISSION of the stockholders entitled to cast not
less than the minimum number of votes that would be necessary to authorize or take
the action at a stockholders meeting if the corporation gives notice of the action to
each stockholder not later than 10 days after the effective time of the action.

SECTION 2. AND BE IT FURTHER ENACTED, That this Act shall take effect
June 1, 2003.

May 22, 2003

The Honorable Michael E. Busch
Speaker of the House
State House
Annapolis MD 21401

Dear Mr. Speaker:

In accordance with Article II, Section 17 of the Maryland Constitution, today I have
vetoed House Bill 551 - Life Insurance - Separate Investment Accounts - Asset
Holding Requirements.

This bill requires life insurers that offer specified investment accounts to hold assets
that equal or exceed specified reserve requirements; requires that assets held for
specified investment accounts be valued in accordance with specified provisions of the
Insurance Article; and generally relates to asset holding requirements for separate
investment accounts that provide a fixed guaranteed return that is not subject to
market value adjustment.

Senate Bill 601, which was passed by the General Assembly and signed by me,

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