§ 3–410
Statutes in effect as of October 1, 2026.
Md. Code Ann., Corps. & Ass'ns § 3-410 (2026)
Title 3. Corporations in General -- Extraordinary Actions
Subtitle 4. Dissolution
§ 3–410LinkCopy Citation
(a)
When a Maryland corporation is voluntarily dissolved, until a court appoints a receiver, the business and affairs of the corporation shall be managed under the direction of the board of directors solely for the purpose set forth in § 3-408(b) of this subtitle.
(b)
On behalf of the corporation, the directors 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)
The directors 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 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)
Dissolution of a corporation does not subject the directors of a corporation to a standard of conduct other than the standards of conduct for directors set forth in § 2-405.1 of this article.