§ 3-507. Procedure for revival of forfeited charter

MD Corp & Assn Code § 3-507 (2019) (N/A)

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(a) The charter of any corporation which is forfeited for nonpayment of taxes, unemployment insurance contributions, or reimbursement payments or failure to file an annual report may be revived in the manner provided in this section.

(b) (1) Any two of the last acting officers of the corporation shall sign and acknowledge articles of revival and file them for record with the Department.

(2) If the officers authorized to sign and acknowledge the articles of revival are unable or unwilling to do so, the lesser of a majority or 3 of the last acting directors of the corporation may sign and acknowledge them.

(3) If there are less than the required number of directors of the corporation able and willing to sign and acknowledge the articles:

(i) Any director or stockholder may call a meeting of the stockholders by giving notice in the manner required by Title 2 of this article, stating the purpose of the meeting; and

(ii) The stockholders or their successors in interest present at the meeting in person or by proxy, whether or not sufficient to constitute a quorum, may elect a board consisting of the lesser of the number of directors required by the charter and bylaws of the corporation, or 3 directors, who may sign and acknowledge the articles and do all acts necessary and proper to revive the charter of the corporation.

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§ 3-506. Other remedies not affected

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§ 3-508. Contents of articles of revival