|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ch. 457
|
|
|
|
|
|
Martin O'Malley, Governor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) They shall be signed and acknowledged for each corporation,
BUSINESS TRUST, or real estate investment trust party to the articles, by its
chairman or vice chairman of the board of directors or board of trustees, its chief
executive officer, chief operating officer, president or one of its vice presidents;
(2) They shall be witnessed or attested by the secretary or an assistant
secretary of each corporation, BUSINESS TRUST, or real estate investment trust party
to the articles, or, if authorized by the bylaws or resolution of the board of directors or
board of trustees and the articles so state, by any other officer or agent of the
corporation, BUSINESS TRUST, or real estate investment trust;
(3) They shall be signed and acknowledged for each other entity party
to the articles by a majority of the entire board of trustees or other governing body;
and
(4) Except as provided in subsection (b) of this section, the matters
and facts set forth in the articles with respect to authorization and approval shall be
verified under oath as follows:
(i) With respect to any Maryland corporation, BUSINESS
TRUST, or real estate investment trust party to the articles, by the chairman or the
- secretary of the meeting at which the articles or transaction were approved, or by the
chairman or vice chairman of the board of directors or board of trustees, chief
executive officer, chief operating officer, president, vice president, secretary, or
assistant secretary of the corporation, BUSINESS TRUST, or real estate investment
trust;
(ii) With respect to any foreign corporation party to articles of
consolidation, merger, or share exchange, by the chief executive officer, chief operating
officer, president, vice president, secretary, or assistant secretary of the corporation;
and
(iii) With respect to any other Maryland or foreign entity party
to the articles, by the chief executive officer, chief operating officer, president, vice
president, secretary, assistant secretary, managing trustee, or persons acting in a
similar position for the entity.
(b) When articles of transfer are executed:
(1) With respect to the transferor corporation, the requirements of
subsection (a)(4)(i) apply;
(2) With respect to a transferee corporation, the matters and facts set
forth in the articles with respect to authorization and approval shall be verified under
|
|
|
|
|
|
|
|
|
|
- 2719 -
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
 |
