Section 3-515 - Powers of directors on forfeiture. - Maryland Statutes

§ 3-515. Powers of directors on forfeiture.
 

(a)  Directors become trustees.- When the charter of a Maryland corporation has been forfeited, until a court appoints a receiver, the directors of the corporation become the trustees of its assets for purposes of liquidation. 

(b)  General powers.- The director-trustees are vested in their capacity as trustees with full title to all the assets of the corporation. They 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. 

(c)  Specific powers.- The director-trustees 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 their own names as trustees or 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. 

(d)  Majority governs.- The director-trustees govern by majority vote. 
 

[1975, ch. 506; 1986, ch. 593, § 2.]