Maryland Corporations and Associations Section 3-703

Article - Corporations and Associations

§ 3-703.

      Any person who proposes to make or who has made a control share acquisition may deliver an acquiring person statement to the corporation at the corporation's principal office. The acquiring person statement shall set forth all of the following:

            (1)      The identity of the acquiring person and each other member of any group of which the person is a part for purposes of determining control shares;

            (2)      A statement that the acquiring person statement is given under this subtitle;

            (3)      The number of shares of the corporation owned (directly or indirectly) by the acquiring person and each other member of any group;

            (4)      The applicable range of voting power as set forth in § 3-701(d) of this subtitle; and

            (5)      If the control share acquisition has not occurred:

                  (i)      A description in reasonable detail of the terms of the proposed control share acquisition; and

                  (ii)      Representations of the acquiring person, together with a statement in reasonable detail of the facts on which they are based, that:

                        1.      The proposed control share acquisition, if consummated, will not be contrary to law; and

                        2.      The acquiring person has the financial capacity, through financing to be provided by the acquiring person and any additional specified sources of financing required under § 3-705 of this subtitle, to make the proposed control share acquisition.



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