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Maryland
Corporations and Associations
998 entries
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§1–101. IN EFFECT (a) In this article, unless the context clearly requires otherwise, the following …
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§1–102. (a) Except as otherwise expressly provided by statute, the provisions of this article apply …
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§1–103. Titles 1 through 3 of this article may be cited as the Maryland General Corporation Law.
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§1–201. (a) The Department may not accept for record any charter document of a Maryland corporation …
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§1–201.1. (a) A person may not cause to be recorded under this subtitle a governing document or char…
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§1–201.2. (a) (1) In this section the following words have the meanings indicated. (2) “Address” mea…
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§1–202. When the Department accepts for record any charter document or any document designating or c…
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§1–203. IN EFFECT (a) In addition to any organization and capitalization fee required under § 1–204 …
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§1–203.1. (a) With the exception of the recording fee to be paid when the Department accepts article…
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§1–203.2. (a) On payment of the fee provided in § 1–203(b)(8) of this subtitle, the Department shall…
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§1–203.3. (a) There is a continuing, nonlapsing fund that is not subject to § 7–302 of the State Fin…
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§1–204. (a) (1) In this section the following words have the meanings indicated. (2) “Aggregate par …
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§1–205. The Department may refuse to accept for record or filing any charter document of a Maryland …
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§1–206. (a) Unless otherwise provided in this article, all charter documents are effective when acce…
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§1–207. (a) If any charter document or other corporate document filed with the Department under Titl…
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§1–207.1. (a) A corporation may file a certificate of notice for record with the Department. (b) A c…
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§1–208. (a) Notwithstanding any other provision of this title, an entity that is required to have a …
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§1–209. (a) In this section, “family farm” means an entity that: (1) Is a domestic entity; (2) (i) 1…
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§1–301. (a) Articles supplementary and articles of amendment, restatement, amendment and restatement…
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§1–302. (a) Any requirement in this article that a document be acknowledged or verified under oath i…
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§1–303. (a) A corporation may acknowledge by its appointed attorney any document required by law to …
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§1–304. (a) If any corporation is required to place its corporate seal to a document, it is sufficie…
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§1–401. IN EFFECT (a) Service of process on the resident agent of a corporation, partnership, limite…
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§1–402. A determination required or permitted to be made under any provision of this article relatin…
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§1–403. (a) Unless a lack of power or capacity is asserted in a proceeding described in this section…
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§1–404. IN EFFECT (a) Any person who owns, operates, or directs an unincorporated organization, firm…
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§1–405. (a) In this section, “organized crime” means any combination or conspiracy: (1) To engage in…
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§1–406. (a) Any person engaged in any mercantile, trading, or manufacturing business as an agent or …
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§1–501. In this subtitle, “entity” includes: (1) A corporation; (2) A limited liability company; (3)…
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§1–502. IN EFFECT (a) (1) The name of a corporation must include one of the following words or an ab…
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§1–503. IN EFFECT (a) An entity name may not contain language stating or implying that the entity is…
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§1–504. An entity name must be distinguishable upon the records of the Department from: (1) The enti…
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§1–505. (a) (1) A person may reserve the exclusive use of an entity name, including a disclosed assu…
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§1–506. (a) A foreign entity may register its entity name or its entity name with any changes requir…
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§1–507. An entity name that was recorded, registered, or reserved prior to October 1, 1998, may cont…
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§1–508. The Department may adopt regulations necessary to implement this subtitle.
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§2–101. (a) Except as otherwise expressly provided by law, a corporation may be formed under this ti…
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§2–102. (a) Except as provided elsewhere in this section, in order to form a corporation, one or mor…
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§2–103. Unless otherwise provided by law or its charter, a Maryland corporation has the general powe…
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§2–104. (a) The articles of incorporation shall include: (1) The name and address of each incorporat…
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§2–105. (a) A corporation may provide by its charter: (1) For one or more classes or series of stock…
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§2–106. (a) A corporation shall record its name with the Department as provided in Title 1, Subtitle…
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§2–108. (a) Each Maryland corporation shall have: (1) A principal office in this State; and (2) A re…
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§2–109. (a) (1) After the Department accepts the articles of incorporation for record, at the call o…
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§2–110. (a) The bylaws may contain any provisions not inconsistent with law or the charter of the co…
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§2–111. (a) Each corporation shall maintain, or cause to be maintained on its behalf, correct and co…
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§2–112. (a) (1) In this section the following words have the meanings indicated. (2) “Closed-end inv…
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§2–113. (a) The charter or bylaws of a corporation with capital stock may not impose liability on a …
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§2–114. (a) This section applies to any books or records maintained by or on behalf of a corporation…
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§2–115. (a) This section applies to the electronic transmission, by means of an electronic network o…
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§2–116. (a) In this section, “emergency” means a situation in which a quorum of the board of directo…
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§2–117. (a) In this section, “emergency” has the meaning stated in § 2–116 of this subtitle. (b) Dur…
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§2–118. (a) In this section, “emergency” means a situation in which it is impracticable to convene a…
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§2–201. (a) Subject to the provisions of this subtitle, a corporation from time to time may issue: (…
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§2–202. (a) A subscription for stock of a corporation which is not yet formed is irrevocable for a p…
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§2–203. (a) Before the issuance of stock or convertible securities, the board of directors shall ado…
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§2–204. (a) A corporation may not issue stock or convertible securities in violation of a limitation…
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§2–205. (a) For a corporation incorporated on or after October 1, 1995, unless the charter expressly…
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§2–206. (a) The consideration for the issuance of stock, convertible securities, warrants, or option…
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§2–208. (a) (1) If, under a power contained in the charter, the board of directors classifies or rec…
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§2–208.1. (a) (1) If the board of directors of a corporation registered as an open–end company under…
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§2–208.2. If the charter of a corporation registered as an investment company under the Investment C…
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§2–209. (a) Each corporation shall maintain, or cause to be maintained on its behalf, a stock ledger…
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§2–210. (a) Except as provided in subsections (b) and (c) of this section, each stockholder is entit…
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§2–211. (a) Each stock certificate shall include on its face: (1) The name of the corporation that i…
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§2–212. (a) Each stock certificate shall be signed by the president, a vice president, the chief exe…
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§2–213. (a) Unless the bylaws provide otherwise, the board of directors of a corporation may determi…
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§2–214. (a) A corporation may, but is not obliged to: (1) Issue fractional shares of stock; (2) Elim…
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§2–215. (a) A stockholder or subscriber for stock of a corporation is not obligated to the corporati…
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§2–216. (a) A director or officer of a corporation may not knowingly and willfully: (1) Authorize or…
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§2–301. (a) (1) In this subtitle, “distribution” means: (i) A direct or indirect transfer of money o…
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§2–302. (a) Each corporation shall keep its books in a manner which shows: (1) The amount and nature…
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§2–303. (a) (1) The entire consideration received by a corporation for issuing stock with par value …
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§2–304. (a) By resolution of its board of directors, a corporation may apply any part of its capital…
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§2–305. The corporation may pay or allow out of the consideration received by it for its stock, the …
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§2–306. (a) Unless the charter provides otherwise, if stated capital is reduced by retiring stock he…
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§2–308. (a) Subject to the limitations of subsection (b) of this section, any surplus which arises f…
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§2–309. (a) In this section, “reverse stock split” means a combination of outstanding shares of stoc…
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§2–310. (a) (1) Subject to the provisions of its charter and § 2–311 of this subtitle, if authorized…
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§2–310.1. (a) This section applies only to a corporation registered as an open–end company under the…
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§2–310.2. (a) In this section, “investment company” means a corporation registered under the Investm…
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§2–311. (a) (1) No distribution may be made if, after giving effect to the distribution: (i) The cor…
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§2–312. (a) If it is established that the director’s duties were not performed in compliance with § …
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§2–313. (a) The president or, if provided in the bylaws, some other executive officer of each corpor…
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§2–401. (a) All business and affairs of a corporation, whether or not in the ordinary course, shall …
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§2–402. (a) Each corporation shall have at least one director. (b) Subject to the provisions of subs…
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§2–403. (a) Each director and each nominee for director of a corporation shall have the qualificatio…
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§2–404. (a) Until successors are elected and qualify, the board of directors consists of the individ…
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§2–405. (a) (1) Except as provided in paragraph (2) of this subsection, in case of failure to elect …
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§2–405.1. (a) In this section, “act” includes, as the context requires: (1) An act, an omission, a f…
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§2–405.2. The charter of the corporation may include any provision expanding or limiting the liabili…
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§2–405.3. (a) This section applies to a corporation that is an investment company, as defined by the…
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§2–406. (a) The stockholders of a corporation may remove any director, with or without cause, by the…
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§2–407. (a) (1) Except as provided in paragraph (2) of this subsection and except for a corporation …
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§2–408. (a) Unless the charter or bylaws of the corporation require a greater proportion or this art…
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§2–409. (a) Unless the bylaws of the corporation provide otherwise, a regular or special meeting of …
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§2–410. (a) A director of a corporation who is present at a meeting of its board of directors at whi…
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§2–411. (a) The board of directors of a corporation may: (1) Appoint from among its members an execu…
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§2–412. (a) Each Maryland corporation shall have the following officers: (1) A president; (2) A secr…
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§2–413. (a) Unless the bylaws provide otherwise, the board of directors shall elect the officers. (b…
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§2–414. (a) As between himself and the corporation, an officer or agent of the corporation has the a…
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§2–415. (a) If permitted by the bylaws, a person may hold more than one office in a corporation but …
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§2–416. (a) A corporation may lend money to, guarantee an obligation of, or otherwise assist an offi…
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§2–418. (a) (1) In this section the following words have the meanings indicated. (2) “Corporation” i…
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§2–419. (a) If subsection (b) of this section is complied with, a contract or other transaction betw…
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§2–501. (a) Each corporation shall hold an annual meeting of its stockholders to elect directors and…
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§2–502. (a) A special meeting of the stockholders of a corporation may be called by: (1) The preside…
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§2–503. (a) Unless the charter provides otherwise, meetings of stockholders shall be held as is: (1)…
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§2–504. (a) Not less than 10 nor more than 90 days before each stockholders’ meeting, the secretary …
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§2–504.1. (a) Subject to § 2–504(d) of this subtitle, any notice given by a corporation to a stockho…
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§2–505. (a) Except as provided in subsection (b) of this section, any action required or permitted t…
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§2–506. (a) Unless this article or the charter of a corporation provides otherwise, at a meeting of …
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§2–507. (a) Unless the charter provides for a greater or lesser number of votes per share or limits …
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§2–508. (a) (1) A fiduciary may vote, either in person or by proxy, stock registered in his name as …
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§2–509. (a) Stock registered in the name of a corporation, if entitled to be voted, may be voted by …
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§2–510. One or more stockholders of a corporation may confer the right to vote or otherwise represen…
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§2–510.1. Two or more stockholders of a corporation may enter into a written agreement that specifie…
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§2–511. (a) Unless the bylaws provide otherwise, the board of directors may set a record date or dir…
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§2–512. (a) Any stockholder, holder of a voting trust certificate in a corporation, or his agent, on…
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§2–513. (a) Unless the charter of a corporation provides otherwise by reference to this section or t…
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§2–514. (a) The charter or bylaws of a corporation may provide and, unless the charter or bylaws pro…
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§2–601. (a) A corporation having capital stock may amend or restate its charter as provided in this …
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§2–602. (a) A corporation may amend its charter from time to time in any respect, provided that: (1)…
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§2–603. (a) If there is no stock outstanding or subscribed for entitled to be voted on the charter a…
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§2–604. (a) This section does not apply to a charter amendment by the board of directors in accordan…
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§2–605. (a) Notwithstanding the provisions of § 2–604 of this subtitle, unless prohibited in the cha…
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§2–606. Any number of amendments may be considered at a single meeting of the stockholders or direct…
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§2–606.1. (a) A corporation may not issue any of the stock that is classified, reclassified, or newl…
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§2–607. (a) Articles of amendment shall set forth the amendment and state: (1) That the amendment wa…
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§2–608. (a) If authorized by a majority of the entire board of directors, a corporation may restate …
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§2–609. (a) A complete restatement of the charter may be submitted for approval in the manner requir…
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§2–610. Articles of amendment, articles of restatement, and articles of amendment and restatement sh…
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§2–610.1. Articles of amendment and articles of amendment and restatement are effective as of the la…
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§2–611. (a) When articles of amendment become effective, the amendment becomes part of the charter o…
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§2–612. (a) A proposed amendment to the charter of a corporation may be abandoned before the effecti…
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§2–701. (a) In this subtitle the following words have the meanings indicated. (b) “Date of the defec…
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§2–702. (a) The board of directors of a corporation may ratify a defective corporate act under this …
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§2–703. (a) (1) Except as provided in paragraph (2) of this subsection, ratification of a defective …
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§2–704. (a) If ratification of a defective corporate act requires approval by stockholders under § 2…
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§2–705. (a) (1) If a defective corporate act ratified under this subtitle would have required the fi…
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§2–706. (a) Upon application by the corporation, any successor entity to the corporation, any direct…
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§2–707. (a) Nothing in this subtitle may be construed to require that ratification of a defective co…
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§3–101. (a) In this subtitle the following words have the meanings indicated. (b) “Domestic business…
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§3–102. (a) A Maryland corporation having capital stock may: (1) Consolidate with one or more other …
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§3–103. In a consolidation, merger, or share exchange, stock in a corporation may be exchanged for o…
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§3–104. (a) Notwithstanding any other provision of this subtitle, unless the charter or bylaws of a …
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§3–105. (a) A consolidation, merger, share exchange, or transfer of assets shall be approved in the …
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§3–106. (a) Notwithstanding the provisions of § 3-105 of this subtitle, the merger of a 90 percent o…
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§3–106.1. (a) (1) In this section the following words have the meanings indicated. (2) “Acquiring en…
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§3–106.2. (a) In this section, “holding company” means a Maryland corporation: (1) That, from its fo…
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§3–107. Articles of consolidation, merger, or share exchange shall be filed for record with the Depa…
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§3–108. (a) A proposed consolidation, merger, or share exchange may be abandoned before the effectiv…
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§3–109. (a) In this section, “facts ascertainable outside the articles” includes: (1) An action or a…
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§3–110. Articles of consolidation, merger, or share exchange shall be executed for each party to the…
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§3–111. (a) The Department shall prepare certificates of consolidation, merger, or share exchange, a…
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§3–112. (a) In order to keep the land assessment records current in each county, the Department shal…
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§3–113. (a) If the successor in a consolidation or merger or the corporation the stock of which is t…
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§3–114. (a) Consummation of a consolidation or merger has the effects provided in this section. (b) …
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§3–114.1. On consummation of a share exchange, the stockholders of the corporation the stock of whic…
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§3–115. (a) Consummation of a transfer of assets has the effects provided in this section. (b) (1) T…
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§3–116. A Maryland corporation which consolidates, merges, or transfers its assets waives all claim …
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§3–117. (a) In this section, “foreign corporation” means a foreign corporation as defined in § 1–101…
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§3–201. (a) In this subtitle the following words have the meanings indicated. (b) “Affiliate” has th…
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§3–202. (a) Except as provided in subsection (c) of this section, a stockholder of a Maryland corpor…
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§3–203. (a) A stockholder of a corporation who desires to receive payment of the fair value of the s…
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§3–204. A stockholder who demands payment for his stock under this subtitle: (1) Has no right to rec…
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§3–205. A demand for payment may be withdrawn only with the consent of the successor.
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§3–206. (a) The rights of a stockholder who demands payment are restored in full, if: (1) The demand…
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§3–207. (a) (1) The successor promptly shall notify each objecting stockholder in writing of the dat…
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§3–208. (a) Within 50 days after the Department accepts the articles for record, the successor or an…
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§3–209. (a) At any time after a petition for appraisal is filed, the court may require the objecting…
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§3–210. (a) If the court finds that the objecting stockholder is entitled to an appraisal of his sto…
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§3–211. (a) The court shall consider the report and, on motion of any party to the proceeding, enter…
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§3–212. The successor is not required to pay for the stock of an objecting stockholder or to pay a j…
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§3–213. (a) A successor which acquires the stock of an objecting stockholder is entitled to any divi…
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§3–301. (a) If the final order of a court makes a plan of reorganization binding on the stockholders…
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§3–302. (a) If the property and franchises of a Maryland corporation are sold under a court order or…
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§3–401. A corporation having capital stock may be dissolved as provided in this subtitle.
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§3–402. (a) If there is no stock entitled to be voted on the dissolution either outstanding or subsc…
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§3–403. (a) If there is any stock entitled to be voted on the dissolution either outstanding or subs…
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§3–404. Not less than 20 days prior to the filing of articles of dissolution with the Department, th…
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§3–405. (a) At any time before articles of dissolution are accepted for record by the Department, th…
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§3–406. (a) In the case of voluntary dissolution, the articles of dissolution shall include: (1) The…
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§3–407. (a) The corporation shall file articles of dissolution for record with the Department: (1) I…
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§3–408. (a) Except as provided in subsection (b) of this section, the corporation is dissolved on th…
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§3–410. (a) When a Maryland corporation is voluntarily dissolved, until a court appoints a receiver,…
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§3–411. (a) A director, stockholder, or creditor of a Maryland corporation which is dissolving volun…
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§3–412. (a) If a Maryland corporation is voluntarily dissolved and assets are available for distribu…
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§3–413. (a) Except as provided in subsection (d) of this section, stockholders entitled to cast at l…
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§3–414. (a) This section applies to any proceeding for involuntary dissolution of a corporation, exc…
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§3–415. (a) In a proceeding for involuntary dissolution brought under § 3-413(c) of this subtitle on…
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§3–416. Except as provided in § 24–203 of the Commercial Law Article, the court may appoint any pers…
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§3–417. (a) If a court declares a corporation dissolved, the order shall direct the clerk of the cou…
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§3–418. (a) The receiver of a Maryland corporation being voluntarily or involuntarily dissolved is v…
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§3–419. (a) The voluntary or involuntary dissolution of a corporation does not relieve its stockhold…
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§3–501. (a) If the period of existence of a corporation has expired under the terms of its charter a…
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§3–502. (a) Articles of extension shall include: (1) The date the existence of the corporation expir…
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§3–503. (a) (1) Except with respect to a tax collectable locally, immediately after September 30 of …
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§3–504. (a) Within ten days after the issuance of the proclamation, the Department shall mail notice…
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§3–505. (a) If the Department is satisfied that a corporation named in the proclamation has not fail…
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§3–506. This subtitle does not repeal, supersede, or in any manner affect any remedy or provision of…
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§3–507. (a) The charter of any corporation which is forfeited for nonpayment of taxes, unemployment …
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§3–508. Articles of revival shall include: (1) The name of the corporation at the time the charter w…
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§3–509. (a) The Department may not accept articles of revival for record unless: (1) Except as provi…
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§3–510. Except in a proceeding by the State or any of its political subdivisions, the acceptance of …
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§3–512. The reinstatement and extension of a corporation’s existence under § 3-501 of this subtitle …
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§3–513. (a) At any time, the Department may authorize the Attorney General to institute proceedings …
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§3–514. (a) Any person who transacts business in the name or for the account of a corporation knowin…
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§3–515. (a) When the charter of a Maryland corporation has been forfeited, until a court appoints a …
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§3–516. (a) A director, stockholder, or creditor of a Maryland corporation which has had its charter…
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§3–517. (a) When the charter of a Maryland corporation has been forfeited, if assets are available f…
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§3–518. (a) When the charter of a Maryland corporation has been forfeited, if assets are available f…
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§3–519. (a) If the period of existence of a corporation is limited by its charter, the corporation s…
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§3–601. (a) In this subtitle the following words have the meanings indicated. (b) “Affiliate”, inclu…
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§3–602. (a) Unless an exemption under § 3-603(c), (d), or (e) of this subtitle applies, a corporatio…
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§3–603. (a) For purposes of this section: (1) “Announcement date” means the first general public ann…
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§3–604. This subtitle shall only apply to a Maryland corporation.
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§3–605. This subtitle may be cited as the Maryland Business Combination Act.
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§3–701. (a) In this subtitle the following words have the meanings indicated. (b) “Acquiring person”…
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§3–702. (a) (1) Holders of control shares of the corporation acquired in a control share acquisition…
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§3–703. Any person who proposes to make or who has made a control share acquisition may deliver an a…
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§3–704. (a) Except as provided in § 3-705 of this subtitle, if the acquiring person requests, at the…
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§3–705. A call of a special meeting of stockholders of the corporation is not required to be made un…
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§3–706. (a) If a special meeting of stockholders is requested, notice of the special meeting shall b…
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§3–707. (a) Unless the charter or bylaws provide otherwise, if an acquiring person statement has bee…
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§3–708. (a) Unless the charter or bylaws provide otherwise, before a control share acquisition has o…
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§3–709. This subtitle shall only apply to a Maryland corporation.
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§3–710. This subtitle may be cited as the Maryland Control Share Acquisition Act.
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§3–801. (a) In this subtitle the following words have the meanings indicated. (b) “Acquiring person”…
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§3–802. (a) Notwithstanding any other provision in this article except subsection (b) of this sectio…
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§3–803. (a) (1) Except as provided in subsection (f) of this section, notwithstanding any provision …
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§3–804. (a) Notwithstanding any other lesser proportion of votes required by a provision in the char…
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§3–805. Notwithstanding any provision in the charter or bylaws, the secretary of a corporation may c…
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§3–901. (a) In this subtitle, “other entity” means: (1) A foreign corporation, as defined in § 1–101…
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§3–902. (a) A conversion of a Maryland corporation to an other entity shall be approved in the manne…
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§3–903. (a) In this section, “facts ascertainable outside the articles of conversion” includes: (1) …
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§3–904. (a) A conversion has the effects provided in this section. (b) (1) This subsection applies o…
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§3–905. (a) In a conversion of an other entity to a Maryland corporation, the stock, membership inte…
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§3–906. (a) The conversion of an other entity to a Maryland corporation shall be completed on the la…
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§3–907. (a) Unless the charter of the Maryland corporation or articles of conversion provide otherwi…
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§4–101. (a) In this title the following words have the meanings indicated. (b) “Close corporation” m…
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§4–102. Notwithstanding any contrary provision of law, an individual who holds more than one office …
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§4–201. (a) A corporation may elect to be a close corporation under this title by including in its c…
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§4–202. (a) Clear reference to the fact that the corporation is a close corporation shall appear pro…
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§4–203. The charter of a close corporation may be amended to remove the statement of election to be …
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§4–301. A close corporation shall have at least one director until an election by the corporation in…
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§4–302. (a) An election to have no board of directors becomes effective at the later of: (1) The tim…
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§4–303. If there is an election to have no board of directors: (1) The stockholders may exercise all…
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§4–401. (a) Under a unanimous stockholders’ agreement, the stockholders of a close corporation may r…
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§4–402. (a) The bylaws of a close corporation shall provide for an annual meeting of stockholders in…
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§4–403. A stockholder of a close corporation or his agent may inspect and copy during usual business…
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§4–404. (a) Once during each calendar year, each stockholder of a close corporation may present to a…
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§4–501. If there is any stock of a close corporation outstanding, the corporation may not issue or s…
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§4–502. A close corporation may not have outstanding any: (1) Securities which are convertible into …
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§4–503. (a) (1) In this section, “transfer” means the transfer of any interest in the stock of a clo…
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§4–504. (a) A close corporation may deny or restrict the voting rights of any of its stock as provid…
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§4–601. (a) Subject to subsection (b) of this section, a consolidation, merger, share exchange, tran…
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§4–602. (a) Any stockholder of a close corporation may petition a court of equity for dissolution of…
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§4–603. (a) Any one or more stockholders who desire to continue the business of a close corporation …
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§ 5-6B-24
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§ 5-6B-28
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§ 5-6C-01
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§ 5-6C-08
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§5–101. (a) In this subtitle the following words have the meanings indicated. (b) “Disqualified pers…
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§5–102. (a) (1) Except as permitted under subsection (b) of this section, a corporation may be a pro…
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§5–103. (a) Except as otherwise provided in this subtitle, a professional corporation has the powers…
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§5–104. (a) A professional corporation may not render a professional service or engage in an activit…
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§5–105. (a) A domestic or foreign corporation may render professional services in the State only thr…
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§5–106. The name of a domestic professional corporation or of a foreign professional corporation aut…
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§5–107. (a) (1) Except as provided in paragraph (2) of this subsection, this section does not apply …
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§5–108. (a) If required under § 5–107 of this subtitle to obtain a certificate of authorization for …
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§5–109. (a) A professional corporation may issue stock, rights, and options to purchase stock to: (1…
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§5–110. The following statement must appear in conspicuous type on each stock certificate issued by …
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§5–111. (a) A stockholder of a professional corporation may transfer or pledge stock, fractional sto…
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§5–112. (a) A corporation may elect to be a professional corporation under this subtitle by includin…
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§5–113. (a) A professional corporation shall acquire, or cause to be acquired by a qualified person,…
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§5–114. (a) For purposes of this section the term “disqualified stockholder” shall include the perso…
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§5–115. (a) (1) A proceeding under § 5-114(c) or (d) of this subtitle to determine the fair value of…
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§5–116. (a) (1) In an appraisal proceeding commenced under § 5-115 of this subtitle, the court shall…
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§5–117. (a) A majority of the directors and all of the officers of a professional corporation, excep…
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§5–118. (a) Only a qualified person may be appointed a proxy to vote stock of a professional corpora…
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§5–119. (a) The relationship between an individual rendering professional services as an employee of…
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§5–120. (a) A privilege applicable to communications between an individual rendering professional se…
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§5–121. (a) (1) An individual who renders a professional service in this State as an employee of a d…
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§5–122. (a) If all the stockholders of merging corporations are qualified to be stockholders of the …
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§5–123. (a) If a professional corporation ceases to render professional services, it shall amend its…
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§5–124. The Attorney General may commence a proceeding under § 3-513 of this article to dissolve a p…
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§5–125. (a) Except as provided in subsection (c) of this section, a foreign professional corporation…
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§5–126. An application of a foreign professional corporation for a certificate of authority to rende…
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§5–127. The Department may revoke the certificate of authority of a foreign professional corporation…
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§5–128. A licensing unit may adopt regulations to administer this subtitle.
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§5–129. This subtitle does not restrict the jurisdiction of a licensing unit over individuals render…
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§5–130. (a) Except as provided in subsection (b) of this section, the repeal of a statute by enactme…
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§5–131. If any provision of this subtitle or its application to any person or circumstance is held i…
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§5–132. A licensing unit may direct the Department to suspend or revoke the articles of incorporatio…
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§5–133. This subtitle may be cited as the Maryland Professional Service Corporation Act.
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§5–134. The provisions of the Maryland General Corporation Law apply to professional corporations un…
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§5–201. The provisions of the Maryland General Corporation Law apply to nonstock corporations unless…
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§5–202. (a) The charter of each nonstock corporation formed after June 1, 1951, shall provide that t…
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§5–203. Notwithstanding the provisions of Title 2 of this article, the organization meeting of the b…
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§5–204. (a) For purposes of any law or rule relating to members of a nonstock corporation, the direc…
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§5–205. (a) A nonstock corporation is not required to dissolve merely because the death or resignati…
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§5–206. (a) If the number of members present at a properly called meeting of the members of a nonsto…
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§5–207. (a) (1) A nonstock corporation may consolidate or merge only with another nonstock corporati…
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§5–208. (a) Except as otherwise provided in this section, the dissolution or forfeiture of the chart…
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§5–209. (a) If a charitable or religious corporation is or is about to be dissolved, or for any reas…
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§5–301. (a) In this part the following words have the meanings indicated. (b) “Church” means any chu…
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§5–301.1. Except as otherwise provided in this subtitle or in any other provision of law, this part …
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§5–302. (a) The adult members of a church may form a religious corporation as provided in this part.…
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§5–303. The plan shall be: (1) Entered in the record book required by § 5-307 of this subtitle; and …
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§5–304. (a) The trustees shall file articles of incorporation for record with the Department. (b) Th…
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§5–305. If a church forms a religious corporation, any assets held in trust for the church by any pe…
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§5–306. (a) The trustees have the power to: (1) Have perpetual existence under the name of the relig…
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§5–307. (a) The trustees shall: (1) Keep an accurate record book; (2) Allow inspection of the record…
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§5–308. (a) A religious corporation may amend its plan or charter as provided in this section. (b) A…
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§5–309. (a) If an amendment is adopted under § 5-308 of this subtitle, the religious corporation sha…
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§5–310. (a) If any contest arises over the voting rights or the fair conduct of an election: (1) Eac…
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§5–311. (a) Members of a church may separate from the church, form a house of worship, and employ a …
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§5–312. (a) If any church organized since 1800 as a religious corporation under any law of the State…
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§5–313. A bill may not be introduced at the General Assembly to amend the charter of any religious c…
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§5–314. This part applies to every religious corporation formed in this State by a congregation of t…
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§5–315. The corporators of a religious corporation subject to this part shall be the following indiv…
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§5–316. (a) (1) The corporators shall sign articles of incorporation for the religious corporation. …
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§5–317. In addition to the requirements of § 5-305 of this subtitle, if a congregation forms a relig…
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§5–318. Subject to the discipline and government of the Roman Catholic Church, a religious corporati…
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§5–319. The corporators of a religious corporation formed under this part continue to constitute the…
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§5–320. (a) The corporators may amend the charter of a religious corporation formed under this part …
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§5–321. This part applies to every religious corporation formed in this State by a Methodist Church …
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§5–322. A religious corporation subject to this part may be incorporated only in conformity with the…
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§5–323. The members of a religious corporation formed by a church under this part are the members of…
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§5–324. (a) The trustees of a Methodist Church, whether or not it is incorporated, shall be elected …
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§5–325. The bylaws of a religious corporation subject to this part: (1) Shall include, by reference …
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§5–326. All assets owned by any Methodist Church, including any former Methodist Episcopal Church, M…
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§5–327. The absence of a trust clause in any deed or other conveyance executed before June 1, 1953, …
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§5–328. As to any local church in Garrett County that was affiliated formerly with the Evangelical U…
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§5–329. (a) Except as provided in subsection (b) of this section, this part applies to every religio…
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§5–330. A religious corporation subject to this part may be incorporated only in conformity with the…
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§5–331. (a) To the extent not prohibited by the Constitution of the United States or of this State, …
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§5–332. (a) The trustees of a religious corporation subject to this part shall be elected by the con…
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§5–333. (a) This part applies to every religious corporation formed in this State by a parish or sep…
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§5–334. (a) (1) Each religious corporation subject to this part may adopt bylaws to govern its corpo…
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§5–335. (a) This part does not affect the geographical boundaries of any parish, as distinguished fr…
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§5–336. This part does not diminish or impair in any way the corporate existence or the rights, powe…
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§5–337. (a) This part applies to every religious corporation formed in this State by a parish or sep…
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§5–338. (a) (1) Each religious corporation subject to this part shall adopt bylaws to govern its cor…
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§5–341. (a) This part applies to every religious corporation formed in this State by a parish or sep…
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§5–342. (a) (1) Each religious corporation subject to this part shall adopt bylaws to govern its cor…
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§5–401. In this subtitle, “private foundation” means a Maryland corporation which is a private found…
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§5–402. A private foundation may not: (1) Engage in any act of “self-dealing”, as defined in § 4941(…
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§5–403. For each taxable year, a private foundation shall distribute for the purposes specified in i…
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§5–404. The provisions of §§ 5-402 and 5-403 of this subtitle do not apply to any private foundation…
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§5–405. This subtitle does not impair the rights and powers of the courts of this State or the Attor…
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§5–501. (a) In this subtitle the following words have the meanings indicated. (b) “Agricultural coop…
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§5–502. A cooperative may be incorporated for any combination of the following purposes: (1) Collect…
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§5–503. (a) A cooperative may be organized by: (1) Five or more adult individuals acting as incorpor…
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§5–504. A cooperative has the power to: (1) Engage in or finance any activity in connection with: (i…
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§5–505. (a) The incorporators of a cooperative shall sign, acknowledge, and file with the Department…
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§5–506. The charter of a cooperative may be amended as provided in Title 2 of this article, except t…
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§5–507. (a) Any Maryland corporation organized under the Maryland General Corporation Law which does…
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§5–508. (a) A cooperative may: (1) Limit the sale of its common stock or membership to persons desig…
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§5–509. A stock certificate may not be issued to any subscriber until the stock is full paid. In a c…
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§5–510. (a) Except for an electric or transportation cooperative, a person may not use the term “coo…
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§5–511. (a) Within 30 days after the Department accepts for record the articles of incorporation of …
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§5–512. (a) The business and affairs of a cooperative shall be managed under the direction of a boar…
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§5–513. (a) Until the first annual meeting of members and until successors are elected and qualify, …
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§5–514. (a) Subject to the provisions of this section, the bylaws may provide for: (1) The division …
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§5–515. (a) If a vacancy on the board of directors occurs other than by expiration of term, the rema…
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§5–516. (a) A cooperative may provide a fair remuneration for the time its officers and directors sp…
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§5–517. (a) Each cooperative shall have the following officers: (1) A president; (2) A vice presiden…
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§5–518. (a) (1) Any member of a cooperative may bring charges of misconduct or incompetency against …
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§5–519. (a) (1) Every cooperative shall hold an annual meeting of its members to elect directors and…
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§5–520. (a) The bylaws of a cooperative shall state the number or percentage of the members necessar…
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§5–521. (a) A member of a cooperative organized without capital stock and a holder of stock, whether…
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§5–522. (a) If otherwise lawful, a member may contract with his cooperative to sell his products to …
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§5–523. A cooperative may be a member of any other cooperative.
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§5–524. (a) The board of directors of a cooperative by resolution may authorize the cooperative to e…
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§5–525. (a) At the time and in the manner which its bylaws provide, each cooperative shall apportion…
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§5–526. (a) (1) A cooperative may operate as an agent to sell the products of its members or nonmemb…
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§5–527. (a) A cooperative may consolidate, merge, participate in a share exchange, transfer assets, …
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§5–528. (a) If a cooperative purchases the business of another person, it may pay for the purchase i…
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§5–529. (a) If raw agricultural products are delivered by members to a cooperative association under…
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§5–530. (a) A cooperative is not a combination in restraint of trade, an illegal monopoly, or an att…
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§5–531. The Maryland General Corporation Law applies to every cooperative except to the extent that …
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§5–532. (a) (1) Any person who violates the provisions of § 5-510 (a) or (b) of this subtitle which …
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§5–601. (a) In this subtitle the following words have the meanings indicated. (b) “Commission” means…
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§5–602. (a) This subtitle shall be construed liberally. (b) The listing of one thing may not be cons…
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§5–605. A cooperative, nonprofit, membership corporation may be organized under this subtitle for th…
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§5–606. Five or more individuals or one or more cooperatives may organize a cooperative in the manne…
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§5–607. (a) A cooperative has the power to: (1) Sue and be sued in its corporate name; (2) Have perp…
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§5–608. (a) The articles of incorporation of a cooperative shall contain: (1) The name of the cooper…
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§5–609. (a) A cooperative may amend its articles of incorporation as provided in this section. (b) (…
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§5–610. (a) (1) Except as provided in paragraph (2) of this subsection, the name of a cooperative or…
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§5–611. (a) The board of directors shall adopt the initial bylaws of a cooperative after an incorpor…
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§5–612. (a) The bylaws may provide for the division of the territory served or to be served by a coo…
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§5–615. (a) (1) Each incorporator of a cooperative shall be a member of the cooperative. (2) A perso…
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§5–616. (a) (1) An annual meeting of the members of a cooperative shall be held at the time and plac…
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§5–617. (a) (1) Except as otherwise provided in this subtitle, notice of each meeting of the members…
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§5–618. (a) Unless the bylaws require the presence of a greater percentage or number of the members …
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§5–619. (a) Each member of a cooperative is entitled to one vote on each matter submitted to a vote …
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§5–622. (a) (1) The business of a cooperative shall be managed by a board of directors. (2) Each coo…
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§5–623. (a) The directors of a cooperative named in any articles of incorporation, consolidation, me…
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§5–624. (a) The directors shall elect annually from among the directors a chairman and one or more v…
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§5–627. (a) A cooperative may consolidate with one or more other cooperatives to form a new consolid…
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§5–628. (a) A cooperative may merge into another cooperative, or have one or more cooperatives merge…
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§5–629. (a) Consummation of a consolidation or merger has the effects provided in this section. (b) …
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§5–630. (a) A Maryland corporation that supplies or is authorized to supply electricity may convert …
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§5–631. (a) A cooperative that has not begun doing business may be dissolved by filing articles of d…
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§5–632. (a) A cooperative that has begun doing business may be dissolved as provided in this section…
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§5–635. (a) (1) To operate as a member–regulated cooperative, a cooperative shall: (i) Submit a requ…
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§5–636. (a) Subject to subsection (b) of this section, within 180 days after providing a certificati…
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§5–637. (a) (1) Except as provided in paragraph (2) of this subsection, this subtitle applies to the…
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§5–638. (a) A member–regulated cooperative shall make available to its members: (1) Rate schedules, …
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§5–639. A member–regulated cooperative shall: (1) Implement a net metering program that is consisten…
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§5–640. (a) A member–regulated cooperative shall adopt procedures to hear, decide, and resolve, in a…
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§5–641. (a) A member–regulated cooperative shall establish policies regarding termination of service…
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§5–642. (a) On or before December 1 each year, a member–regulated cooperative shall report to the Se…
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§5–643. (a) (1) A member–regulated cooperative shall hold an election to revert to a cooperative on:…
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§5–644. If there is a conflict between the provisions of this part and other provisions of law, the …
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§5–647. (a) On authorization of its board of directors or members, a cooperative may change its prin…
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§5–648. (a) Articles of incorporation, amendment, consolidation, merger, conversion, or dissolution,…
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§5–649. (a) The Department shall collect fees for filing and recording corporate documents as provid…
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§5–650. (a) Revenues of a cooperative for a fiscal year may be used: (1) To pay the expenses of oper…
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§5–650.1. (a) In this section, “nonescheat capital credits” means money: (1) Due to any past member …
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§5–651. A person who is authorized to take acknowledgments under the laws of the State may not be di…
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§5–652. (a) (1) Without authorization by the members and on the conditions the board of directors de…
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§5–653. A mortgage, deed of trust, security agreement, or other security instrument affecting real o…
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§5–654. (a) In this section, “electric easement” means an easement held by a cooperative for the sit…
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§5–655. This subtitle may be cited as the Electric Cooperative Act.
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§5–701. Any provision in the charter of a charitable or benevolent Maryland corporation existing on …
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§5–702. (a) A charitable or religious Maryland nonstock corporation may petition a court of equity f…
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§5–703. (a) As used in this section, “aliens” means the following and their representatives: (1) An …
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§7–101. Any foreign corporation may register its name in this State as provided under Title 1, Subti…
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§7–102. A foreign corporation may not do any kind of intrastate, interstate, or foreign business in …
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§7–103. In addition to any other activities which may not constitute doing intrastate business in th…
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§7–104. In addition to any other activities which may not constitute doing intrastate, interstate, o…
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§7–105. By doing intrastate, interstate, or foreign business in this State, a foreign corporation as…
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§7–201. This subtitle does not apply to: (1) An insurance company subject to the provisions of the I…
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§7–202. (a) Unless it is qualified to do business under § 7–203 of this subtitle, before doing any i…
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§7–202.1. (a) This section does not apply to the property that a foreign corporation acquires by any…
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§7–203. (a) Before doing any intrastate business in this State, a foreign corporation shall qualify …
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§7–204. A corporation which is registered or qualified under this subtitle may obtain a certificate …
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§7–205. (a) As long as it is subject to suit in this State, a foreign corporation which has register…
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§7–206. (a) A foreign corporation that is qualified or registered to do business in this State shall…
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§7–208. (a) A foreign corporation registered or qualified under this subtitle may terminate its regi…
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§7–209. The Department shall keep a public index of: (1) The name and address of the resident agent …
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§7–210. With respect to any cause of action on which a foreign corporation would not otherwise be su…
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§7–301. If a foreign corporation is doing or has done any intrastate, interstate, or foreign busines…
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§7–302. (a) (1) If a foreign corporation does any intrastate, interstate, or foreign business in thi…
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§7–303. If a foreign corporation which is qualified to do business in this State fails to comply wit…
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§7–304. (a) The Department may forfeit the right of any foreign corporation to do intrastate busines…
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§7–305. The failure of any foreign corporation to comply with any of the requirements of Subtitle 2 …
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§8–101. (a) In this title the following words have the meanings indicated. (b) “Declaration of trust…
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§8–102. A real estate investment trust: (1) Is a permitted form of unincorporated business trust or …
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§8–103. (a) This title does not limit present law as it applies to the creation of or doing of busin…
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§8–201. A real estate investment trust: (1) Is formed by filing a declaration of trust for record wi…
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§8–202. (a) A real estate investment trust shall file its declaration of trust for record with the D…
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§8–203. (a) A real estate investment trust may provide by its declaration of trust: (1) That any spe…
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§8–204. (a) A real estate investment trust shall post the security for taxes required under § 13-825…
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§8–205. (a) The shareholders of a real estate investment trust may remove any trustee, with or witho…
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§8–206. (a) The board of trustees of a real estate investment trust may establish one or more commit…
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§8–207. Notwithstanding any other provision of the Maryland REIT Law, a real estate investment trust…
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§8–301. A real estate investment trust has the power to: (1) Unless the declaration of trust provide…
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§8–303. One or more shareholders of a real estate investment trust may confer the right to vote or o…
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§8–402. (a) Each declaration of trust and annual report filed with the Department is a matter of pub…
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§8–403. (a) A real estate investment trust shall pay the fees required under §§ 1-203 and 1-204 of t…
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§8–501. (a) Except as provided in § 8–202(c) or § 8–203(a)(8) of this title, a declaration of trust …
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§8–501.1. (a) (1) In this section the following words have the meanings indicated. (2) “Domestic lim…
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§8–501.2. (a) If authorized by a majority of the entire board of trustees, a real estate investment …
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§8–501.3. (a) A complete restatement of the declaration of trust may be submitted for approval in th…
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§8–502. (a) A real estate investment trust may terminate its existence by voluntary dissolution in a…
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§8–503. (a) A real estate investment trust may file a certificate of notice for record with the Depa…
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§8–601. (a) The liability of a real estate investment trust extends to as much of the trust estate, …
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§8–601.1. Sections 2–113, 2–116 through 2–118, 2–201(c), 2–309(a) and (e), 2–313, 2–502(e), 2–503(b)…
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§8–602. In an action against a real estate investment trust doing business in the State, process sha…
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§8–701. (a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under Ti…
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§8–702. (a) A conversion of a real estate investment trust to an other entity shall be approved in t…
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§8–703. (a) In this section, “facts ascertainable outside the articles of conversion” includes: (1) …
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§8–704. (a) A conversion has the effects provided in this section. (b) (1) This subsection applies o…
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§8–705. (a) In a conversion of an other entity to a real estate investment trust, the stock, members…
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§8–706. (a) The conversion of an other entity to a real estate investment trust shall be completed o…
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§8–707. (a) Unless the declaration of trust of the real estate investment trust or articles of conve…
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§8–801. The trustees of a real estate investment trust which does business in the State without fili…
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§8–901. This title may be cited as the Maryland REIT Law.
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§10–101. (a) In this title, unless the context requires otherwise, the following words have the mean…
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§10–102. The name of each limited partnership as set forth in its certificate shall comply with the …
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§10–103. The exclusive right to use a specified name for a domestic or foreign limited partnership m…
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§10–104. (a) Each limited partnership shall have: (1) A principal office in this State; and (2) A re…
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§10–106. A limited partnership may carry on any business that a partnership may carry on, except the…
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§10–107. (a) Except as provided in the partnership agreement, a partner may lend money to and transa…
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§10–108. The provisions of Title 9A of this article with respect to partnerships shall apply to limi…
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§10–201. (a) One or more general and limited partners may form a limited partnership. To do so all o…
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§10–202. (a) A certificate is amended by filing a certificate of amendment with the Department. The …
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§10–202.1. (a) If any certificate filed with the Department under this article contains any typograp…
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§10–203. (a) A certificate shall be canceled on the dissolution and the completion of winding up of …
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§10–204. (a) Each certificate or articles required by this subtitle to be filed with the Department …
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§10–205. If a person required by § 10-204 of this subtitle to execute a certificate of amendment or …
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§10–206. (a) An executed copy of each certificate required by this subtitle, or of any judicial decr…
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§10–207. (a) If any certificate contains a false statement, one who suffers loss by reliance on the …
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§10–208. (a) (1) In this section the following words have the meanings indicated. (2) “Corporation” …
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§10–209. (a) (1) Except with respect to a tax collectable locally, immediately after September 30 of…
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§10–210. (a) Within ten days after the issuance of the proclamation, the Department shall mail notic…
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§10–211. (a) If the Department is satisfied that a limited partnership named in the proclamation has…
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§10–212. This subtitle does not repeal, supersede, or in any manner affect any remedy or provision o…
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§10–213. The authority to do business in Maryland of any limited partnership that is forfeited for n…
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§10–214. A certificate of reinstatement shall include: (1) The name of the limited partnership at th…
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§10–215. The Department may not accept a certificate of reinstatement for record unless: (1) All ann…
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§10–216. Except in a proceeding by the State or any of its political subdivisions, the acceptance of…
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§10–217. (a) Any person that transacts business in the name or for the account of a limited partners…
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§10–218. The forfeiture of the right to do business in Maryland and the right to the use of the name…
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§10–301. (a) A person acquiring a partnership interest is admitted as a limited partner upon the lat…
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§10–302. (a) A partnership agreement may provide for classes or groups of limited partners having th…
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§10–303. (a) Except as provided in § 10–207(a) of this title and subsection (c) of this section, a l…
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§10–304. (a) Except as provided in subsection (b) of this section, a person who makes a contribution…
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§10–305. (a) Each limited partner may inspect and copy, in person or by agent, on written request fr…
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§10–401. Except as otherwise provided in the partnership agreement, after the filing of the initial …
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§10–402. A person ceases to be a general partner of a limited partnership upon the happening of any …
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§10–403. (a) Except as provided in this title or in the partnership agreement, a general partner of …
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§10–404. A general partner may make contributions to the limited partnership and share in the profit…
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§10–405. The partnership agreement may grant to all or certain identifiable general partners the rig…
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§10–501. The contribution of a partner may be in cash, property, services rendered, or a promissory …
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§10–502. (a) (1) Except as provided in the partnership agreement, a limited partner is obligated to …
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§10–503. The profits and losses of a limited partnership shall be allocated among the partners, and …
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§10–504. Distributions of cash or other assets of a limited partnership shall be allocated among the…
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§10–601. Except as otherwise provided in this subtitle: (1) To the extent set forth in the partnersh…
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§10–602. A general partner may withdraw from a limited partnership at any time by giving written not…
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§10–603. (a) A limited partner may withdraw from a limited partnership at the time or on the happeni…
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§10–604. Except as otherwise provided in this subtitle, on withdrawal any withdrawing partner is ent…
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§10–605. Unless otherwise provided in the partnership agreement, a partner, regardless of the nature…
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§10–606. Except to the extent limited by § 10–607 of this subtitle or § 10–804 of this title, at the…
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§10–607. A partner may not receive a return of his contribution to a limited partnership to the exte…
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§10–608. (a) (1) If a limited partner has received the return of any part of his contribution withou…
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§10–701. A partnership interest is personal property.
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§10–702. (a) Unless otherwise provided in the partnership agreement, a partnership interest is assig…
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§10–703. (a) An assignee of a partnership interest, including an assignee of a general partner, may …
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§10–704. (a) Unless otherwise provided in the partnership agreement: (1) If a general partner who is…
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§10–705. On application to a court of competent jurisdiction by any judgment creditor of a partner, …
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§10–706. The partnership agreement may provide that a partner’s interest in a limited partnership ma…
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§10–801. A limited partnership is dissolved and its affairs shall be wound up on the first to occur …
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§10–802. On application by or for a partner, the circuit court of the county in which the principal …
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§10–803. (a) Unless otherwise provided in the partnership agreement, the general partners who have n…
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§10–804. Upon the winding up of a limited partnership, the assets shall be distributed as follows: (…
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§10–805. (a) A limited partnership may register as a limited liability partnership under § 9A-1001 o…
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§10–901. (a) Subject to the Maryland Constitution: (1) The laws of the state or country under which …
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§10–902. Before doing any interstate, intrastate, or foreign business in this State, a foreign limit…
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§10–903. If the Department finds that an application for registration meets the requirements of this…
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§10–904. A foreign limited partnership may register with the Department under any name (whether or n…
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§10–905. If any statement in the application for registration of a foreign limited partnership was f…
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§10–906. A foreign limited partnership may cancel its registration by filing with the Department a c…
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§10–907. (a) If a foreign limited partnership is doing or has done any intrastate, interstate, or fo…
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§10–908. The Attorney General may bring an action to restrain a foreign limited partnership from doi…
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§10–909. (a) In addition to any other activities which may not constitute doing business in this Sta…
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§10–910. By doing intrastate, interstate, or foreign business in this State, a foreign limited partn…
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§10–911. With respect to any cause of action on which a foreign limited partnership would not otherw…
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§10–912. (a) If a foreign limited partnership that owns property, rights, privileges, franchises, or…
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§10–913. (a) The Department may forfeit the right of any foreign limited partnership to do business …
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§10–1001. A limited partner may bring a derivative action to enforce a right of a limited partnershi…
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§10–1002. In a derivative action, the plaintiff must be a partner at the time of bringing the action…
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§10–1003. In a derivative action, the complaint shall set forth with particularity the attempts, if …
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§10–1004. If a derivative action is successful, in whole or in part, or if anything is received by t…
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§10–1101. This title shall be applied and construed so as to effectuate its general purpose to make …
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§10–1102. This title may be cited as the Maryland Revised Uniform Limited Partnership Act.
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§10–1103. If any provision of this title or its application to any person or circumstance is held in…
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§10–1104. Except as provided below, the effective date of this Act is July 1, 1982, and former Title…
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§10–1105. (a) In this section, “limited partnership” means a limited partnership that: (1) Was forme…
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§11–101. (a) In this title, unless the context requires otherwise, the following words have the mean…
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§11–102. (a) The terms “offer”, “offer to sell”, “sale”, and “sell”, as defined in § 11–101(n) and (…
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§11–103. In accordance with § 6 of the federal Philanthropy Protection Act of 1995, the federal Phil…
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§11–201. (a) There is a Division of Securities in the Office of the Attorney General. The Division s…
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§11–203. (a) (1) The Commissioner from time to time may make, amend, and rescind the rules, forms, a…
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§11–204. Every hearing in an administrative proceeding shall be public unless the Commissioner in hi…
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§11–205. The Commissioner by rule or order may require the filing of any prospectus, pamphlet, circu…
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§11–206. (a) A document is filed when it is received by the Commissioner. (b) (1) The Commissioner s…
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§11–207. (a) It is unlawful for the Commissioner or any of the officers or employees in the Division…
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§11–208. (a) In this section, “Fund” means the Securities Act Registration Fund. (b) There is a Secu…
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§11–209. (a) The Commissioner may: (1) (i) Bring a civil action for damages against a person that vi…
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§11–301. It is unlawful for any person, in connection with the offer, sale, or purchase of any secur…
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§11–302. (a) It is unlawful for any person who receives, directly or indirectly, any consideration f…
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§11–303. It is unlawful for any person to make or cause to be made, in any document filed with the C…
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§11–304. (a) (1) Neither the fact that an application for registration under Subtitle 4 of this titl…
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§11–305. (a) It is unlawful for any person to use a senior or retiree credential or designation in a…
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§11–306. A person who engages in the business of effecting transactions in securities for the accoun…
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§11–307. (a) (1) In this section the following words have the meanings indicated. (2) “Eligible adul…
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§11–401. (a) Except as provided in subsection (d) of this section, a person may not transact busines…
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§11–402. (a) (1) Except as provided in paragraph (3) of this subsection, a broker–dealer or issuer m…
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§11–403. Unless sooner terminated under other provisions of this title, the registration of each bro…
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§11–404. (a) (1) The registration of an agent expires when the agent terminates a connection with a …
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§11–405. (a) A broker-dealer, agent, investment adviser, or investment adviser representative may ob…
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§11–406. (a) A broker-dealer or investment adviser may obtain a renewal registration by filing with …
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§11–407. (a) (1) An applicant for initial or renewal registration as a broker–dealer shall pay a fee…
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§11–408. (a) A registered broker-dealer or investment adviser may file an application for registrati…
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§11–409. (a) The Commissioner may require by rule or order: (1) A minimum capital for a registered b…
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§11–410. (a) (1) The Commissioner may require by rule or order a registered broker-dealer or agent t…
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§11–411. (a) (1) A registered broker-dealer shall make and keep correspondence, memoranda, papers, b…
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§11–412. (a) The Commissioner by order may deny, suspend, or revoke any registration if the Commissi…
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§11–413. (a) The Commissioner by order summarily may postpone or suspend registration pending final …
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§11–414. (a) By order, the Commissioner may cancel a registration or application, if the Commissione…
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§11–415. (a) Withdrawal from registration as a broker-dealer, agent, investment adviser, or investme…
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§11–416. An order may not be entered under any part of §§ 11-412 through 11-415 of this subtitle, ex…
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§11–417. On notice and hearing as provided in § 11-416 of this subtitle, the Commissioner may fine a…
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§11–501. A person may not offer or sell any security in this State unless: (1) The security is regis…
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§11–502. (a) The following securities may be registered by notification, whether or not they are als…
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§11–503. (a) Any security for which a registration statement has been filed under the Securities Act…
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§11–503.1. (a) A person may not offer or sell a federal covered security in this State unless the do…
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§11–504. (a) Any security may be registered by qualification. (b) A registration statement under thi…
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§11–505. (a) A registration statement may be filed by the issuer, any other person on whose behalf t…
§
§11–506. (a) Except as provided in § 11–510.1 of this subtitle, a person filing an application to re…
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§11–507. (a) Every registration statement shall specify: (1) The amount of securities to be offered …
§
§11–508. (a) A registration statement remains effective for 1 year after its effective date unless t…
§
§11–509. As long as a registration statement registered by qualification or notification is effectiv…
§
§11–510. (a) A registration statement relating to a security registered under § 11-502, § 11-503, or…
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§11–510.1. (a) A face–amount certificate company, an open–end management company, a closed–end manag…
§
§11–511. (a) The Commissioner may issue a stop order denying effectiveness to, or suspending or revo…
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§11–512. (a) The Commissioner by order summarily may postpone or suspend the effectiveness of the re…
§
§11–513. A stop order may not be entered under any part of § 11–503.1, § 11–511, or § 11–512 of this…
§
§11–514. The Commissioner may vacate or modify a stop order if he finds that the conditions which pr…
§
§11–601. The following securities are exempted from §§ 11–205 and 11–501 of this title: (1) (i) Any …
§
§11–602. The following transactions are exempted from §§ 11-205 and 11-501 of this title: (1) Any is…
§
§11–603. (a) (1) The Commissioner by order may deny or revoke any exemption specified in § 11–601(9)…
§
§11–604. (a) In a civil or administrative proceeding under this title, a person claiming an exemptio…
§
§11–701. (a) In his discretion, the Commissioner may: (1) Make public or private investigations with…
§
§11–701.1. (a) Whenever the Commissioner determines that a person has engaged or is about to engage …
§
§11–702. (a) Whenever it appears to the Commissioner that any person is about to engage in any act o…
§
§11–703. (a) (1) A person is civilly liable to the person buying a security from him if he: (i) Offe…
§
§11–704. (a) Any person aggrieved by a final order of the Commissioner may obtain a review of the or…
§
§11–705. (a) (1) Any person who willfully violates any provision of this title, except § 11–303 or §…
§
§11–801. (a) Sections 11-301, 11-302, 11-303, 11-304, 11-401, 11-501, and 11-703 of this title apply…
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§11–802. (a) (1) Every issuer filing an application for registration under this title and every issu…
§
§11–804. This title shall be construed to effectuate its general purpose to make uniform the law of …
§
§11–805. This title may be cited as the Maryland Securities Act.
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§12–101. (a) In this title the following words have the meanings indicated. (b) “Beneficial owner” m…
§
§12–101.1. The use of the designation “business trust” or a statement in a certificate of trust or g…
§
§12–102. (a) Except as provided in the governing instrument of a statutory trust or in this title, t…
§
§12–103. A statutory trust established in accordance with the provisions of this title is a separate…
§
§12–104. This title may be cited as the “Maryland Statutory Trust Act”.
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§12–105. (a) This title shall be liberally construed to give maximum effect to the principle of free…
§
§12–201. (a) Except as provided in subsection (b) of this section, a statutory trust may carry on an…
§
§12–202. (a) Except as provided in its governing instrument, a statutory trust: (1) Shall have perpe…
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§12–203. (a) A Maryland statutory trust shall have: (1) A principal office in this State; and (2) A …
§
§12–204. (a) (1) A certificate of trust filed by a statutory trust with the Department shall set for…
§
§12–205. (a) (1) Articles of merger or consolidation, a restated certificate of trust, a certificate…
§
§12–206. The name of each statutory trust as set forth in its certificate of trust shall comply with…
§
§12–207. (a) A governing instrument may: (1) Provide that a person shall become a beneficial owner a…
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§12–208. Except as provided in the governing instrument of a statutory trust, the trustees shall ele…
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§12–301. (a) (1) A person may become a beneficial owner of a statutory trust and may receive a benef…
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§12–302. (a) Except as provided in the governing instrument of a statutory trust, the beneficial own…
§
§12–303. (a) Except as provided in the governing instrument of a statutory trust, a beneficial owner…
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§12–304. (a) Except as provided in its governing instrument, a statutory trust shall have the power …
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§12–305. (a) Except as provided in the governing instrument of a statutory trust, a beneficial owner…
§
§12–306. (a) Except as provided in the governing instrument of a statutory trust: (1) Meetings of be…
§
§12–307. (a) Notwithstanding § 3–709 of this article, the provisions of Title 3, Subtitle 7 of this …
§
§12–401. (a) Except as provided in its governing instrument, the business and affairs of a statutory…
§
§12–402. (a) Subject to the provisions of subsections (d) and (e) of this section, and except as pro…
§
§12–403. (a) Except as provided in its governing instrument, a statutory trust shall have the power …
§
§12–404. (a) Except as provided in the governing instrument of a statutory trust: (1) Meetings of tr…
§
§12–405. (a) This section applies to a statutory trust that is an investment company, as defined by …
§
§12–501. (a) Service of process on a statutory trust may be effected in the same manner as service o…
§
§12–601. Except as provided in its governing instrument, a statutory trust may merge or consolidate …
§
§12–602. (a) Except as provided in the governing instrument of a statutory trust, a merger or consol…
§
§12–603. (a) In or in connection with a merger or consolidation, beneficial interests or other right…
§
§12–604. Articles of merger or consolidation shall be filed for record with the Department.
§
§12–605. Articles of merger or consolidation shall state: (1) The name and jurisdiction of formation…
§
§12–606. Unless a future effective time is provided in articles of merger or consolidation, in which…
§
§12–607. (a) Notwithstanding anything to the contrary contained in its governing instrument, the gov…
§
§12–608. (a) The Department shall prepare certificates of merger or consolidation that specify: (1) …
§
§12–609. (a) In order to keep the land assessment records current in each county, the Department sha…
§
§12–610. (a) Consummation of a merger or consolidation has the effects provided in this section. (b)…
§
§12–611. (a) In the event that a statutory trust does not have perpetual existence, a statutory trus…
§
§12–701. Fees for documents filed or requested under this title shall be as provided for in § 1-203 …
§
§12–801. (a) (1) Except with respect to a tax collectible locally, the State Comptroller shall certi…
§
§12–802. (a) (1) Within 10 days after the issuance of a proclamation under § 12–801(d) of this subti…
§
§12–803. (a) If the Department is satisfied that a statutory trust named in a proclamation issued un…
§
§12–804. This subtitle does not repeal, supersede, or in any manner affect any remedy or provision o…
§
§12–805. If the authority of a statutory trust to do business in the State and to use its name has b…
§
§12–806. A certificate of reinstatement shall include: (1) The name of the statutory trust at the ti…
§
§12–807. The Department may not accept a certificate of reinstatement for record unless: (1) All ann…
§
§12–808. Except in a proceeding by the State or any of its political subdivisions, the acceptance of…
§
§12–809. (a) Any person that transacts business in the name of, or for the account of, a statutory t…
§
§12–810. The forfeiture of the right to do business in the State and the right to the use of the nam…
§
§12–901. (a) Subject to the Maryland Constitution: (1) The laws of the jurisdiction under which a fo…
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§12–902. (a) Before doing any interstate, intrastate, or foreign business in this State, a foreign s…
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§12–903. A foreign statutory trust may register with the Department under any name, whether or not i…
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§12–904. If any statement in the application for registration of a foreign statutory trust is false …
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§12–905. (a) A foreign statutory trust may cancel its registration by filing with the Department a c…
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§12–906. (a) If a foreign statutory trust is doing or has done any intrastate, interstate, or foreig…
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§12–907. The Attorney General may bring an action to restrain a foreign statutory trust from doing b…
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§12–908. (a) In addition to any other activities which may not constitute doing business in this Sta…
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§12–909. By doing intrastate, interstate, or foreign business in this State, a foreign statutory tru…
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§12–910. With respect to a cause of action as to which a foreign statutory trust would not otherwise…
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§12–911. (a) If a foreign statutory trust that owns property rights, privileges, franchises, or othe…
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§12–912. (a) The Department may forfeit the right of a foreign statutory trust to do business in the…
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§12–1001. (a) In this subtitle, “other entity” means: (1) A Maryland corporation incorporated under …
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§12–1002. (a) Except as provided in the governing instrument, a conversion of a statutory trust to a…
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§12–1003. (a) In this section, “facts ascertainable outside the articles of conversion” includes: (1…
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§12–1004. (a) A conversion has the effects provided in this section. (b) (1) This subsection applies…
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§12–1005. (a) In a conversion of an other entity to a statutory trust, the stock, membership interes…
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§12–1006. (a) The conversion of an other entity to a statutory trust shall be completed on the later…
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§12–1007. (a) Except as provided in the governing instrument, unless the articles of conversion prov…