§ 3–203
Statutes in effect as of October 1, 2026.
Md. Code Ann., Corps. & Ass'ns § 3-203 (2026)
Title 3. Corporations in General -- Extraordinary Actions
Subtitle 2. Rights of Objecting Stockholders
§ 3–203LinkCopy Citation
(a)
A stockholder of a corporation who desires to receive payment of the fair value of the stockholder’s stock under this subtitle:
(1)
Shall file with the corporation a written objection to the proposed transaction:
(i)
With respect to a merger under § 3–106 or § 3–106.1 of this title, within 30 days after notice is given or waived under § 3–106 or § 3–106.1 of this title; or
(ii)
With respect to any other transaction, at or before the stockholders’ meeting at which the transaction will be considered or, in the case of action taken under § 2–505(b) of this article, within 10 days after the corporation gives the notice required by § 2–505(b) of this article;
(2)
May not vote in favor of the transaction; and
(3)
Shall make a written demand on the successor for payment for the stockholder’s stock, stating the number and class of shares for which the stockholder demands payment:
(i)
Within 20 days after the Department accepts the articles for record; or
(ii)
Within 20 days after consummation of the transfer or transaction with respect to:
(1)
A transfer of assets in a manner requiring stockholder approval under § 3–105 of this title; or
(2)
A transaction that is governed by § 3–603(b) of this title or exempted by § 3–603(b) of this title, for which no articles are required to be filed with the Department.
(b)
A stockholder who fails to comply with this section is bound by the terms of the consolidation, merger, share exchange, transfer of assets, or charter amendment.