Terms Used In Maryland Code, CORPORATIONS AND ASSOCIATIONS 3-406

  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
(a) In the case of voluntary dissolution, the articles of dissolution shall include:

(1) The name of the corporation and the address of its principal office;

(2) The name and address of a resident agent of the corporation who shall serve for one year after dissolution and until the affairs of the corporation are wound up;

(3) The name and address of each director of the corporation;

(4) The name, title, and address of each officer of the corporation;

(5) A statement that dissolution of the corporation was approved in the manner and by the vote required by law and by the charter of the corporation, and a statement of the manner of approval;

(6) A statement that notice of the approved dissolution was mailed to all known creditors of the corporation and the date of the mailing, or a statement that the corporation has no known creditors;

(7) All other provisions which the corporation considers necessary to dissolve; and

(8) A statement that the corporation is dissolved.

(b) (1) If the dissolution is authorized under § 3-402 of this subtitle, a majority of the incorporators or a majority of the entire board of directors, as the case may be, shall execute articles of dissolution for the corporation in the manner required by Title 1 of this article.

(2) In all other cases, articles of dissolution shall be executed by the persons and in the manner required by Title 1 of this article.