# Corporations and Associations (GCA)

## Title 2. Corporations in General -- Formation, Organization, and Operation

### Subtitle 3. Capital Accounts, Dividends, and Retirement of Shares

#### Section 2-301

(a)

  (1) In this subtitle, "distribution" means:

    (i) A direct or indirect transfer of money or other property of the corporation in respect of any of its shares; or

    (ii) An incurrence or forgiveness of indebtedness by a corporation to or for the benefit of the corporation's stockholders in respect of any of its shares.

  (2) "Distribution" does not include a stock dividend or stock split authorized in accordance with Sec. 2-309(c) of this subtitle.

(b) A distribution may be in the form of:

  (1) A declaration or payment of a dividend;

  (2) A purchase, redemption, whether or not at the option of the corporation or the stockholders, or other acquisition of shares; or

  (3) An issuance of evidence of indebtedness.

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Md. Code Ann., Corps. & Ass'ns (as displayed at mgaleg.maryland.gov, October 16, 2026)