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§ 4-602. Stockholder petition for dissolution

West's Annotated Code of MarylandCorporations and Associations

West's Annotated Code of Maryland
Corporations and Associations
Title 4. Close Corporations (Refs & Annos)
Subtitle 6. Termination of Existence
MD Code, Corporations and Associations, § 4-602
§ 4-602. Stockholder petition for dissolution
Petition to court
(a) Any stockholder of a close corporation may petition a court of equity for dissolution of the corporation on the grounds set forth in § 3-413 of this article or on the ground that there is such internal dissension among the stockholders of the corporation that the business and affairs of the corporation can no longer be conducted to the advantage of the stockholders generally.
Required dissolution
(b)(1) Unless a unanimous stockholders' agreement provides otherwise, a stockholder of a close corporation has the right to require dissolution of the corporation if:
(i) The stockholder made a written request for consent to a proposed bona fide transfer of his stock in accordance with the provisions of § 4-503(b)(1) of this title, specifying the proposed transferee and the consideration, and the consent was not received by him within 30 days after the date of the request; or
(ii) Another party to a unanimous stockholders' agreement defaulted in an obligation, set forth in or arising under the agreement, to purchase or cause to be purchased stock of the stockholder, and the default was not remedied within 30 days after the date for performance of the obligation.
(2) A petition for dissolution under this subsection shall be filed within 60 days after the date of the request or the default, as the case may be.
Other applicable laws
(c) A proceeding for dissolution authorized by this section shall be in accordance with the provisions of § 3-414 of this article.

Credits

Added by Acts 1975, c. 311, § 2, eff. July 1, 1975.
Formerly Art. 23, §§ 101, 109.
MD Code, Corporations and Associations, § 4-602, MD CORP & ASSNS § 4-602
Current through legislation effective through April 25, 2024, from the 2024 Regular Session of the General Assembly. Some statute sections may be more current, see credits for details.
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