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§ 3-410. Powers of directors

West's Annotated Code of MarylandCorporations and Associations

West's Annotated Code of Maryland
Corporations and Associations
Title 3. Corporations in General--Extraordinary Actions (Refs & Annos)
Subtitle 4. Dissolution
MD Code, Corporations and Associations, § 3-410
§ 3-410. Powers of directors
Currentness
Purpose of direction
(a) When a Maryland corporation is voluntarily dissolved, until a court appoints a receiver, the business and affairs of the corporation shall be managed under the direction of the board of directors solely for the purpose set forth in § 3-408(b) of this subtitle.
Required duties
(b) On behalf of the corporation, the directors shall:
(1) Collect and distribute the assets, applying them to the payment, satisfaction, and discharge of existing debts and obligations of the corporation, including necessary expenses of liquidation; and
(2) Distribute the remaining assets among the stockholders.
Additional duties
(c) The directors may:
(1) Carry out the contracts of the corporation;
(2) Sell all or any part of the assets of the corporation at public or private sale;
(3) Sue or be sued in the name of the corporation; and
(4) Do all other acts consistent with law and the charter of the corporation necessary or proper to liquidate the corporation and wind up its affairs.
Standard of conduct for directors
(d) Dissolution of a corporation does not subject the directors of a corporation to a standard of conduct other than the standards of conduct for directors set forth in § 2-405.1 of this article.

Credits

Added by Acts 1975, c. 311, § 2, eff. July 1, 1975. Amended by Acts 2004, c. 516, § 1, eff. June 1, 2004.
Formerly Art. 23, § 78.
MD Code, Corporations and Associations, § 3-410, MD CORP & ASSNS § 3-410
Current through legislation effective through April 9, 2023, from the 2024 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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