1. (a) A corporation may file a certificate of notice for record with the Department.

2. (b) A certificate of notice may describe:

   1. (1) An action by the corporation, its board of directors, or its stockholders;
   2. (2) The occurrence of or change to facts ascertainable outside of the charter, as defined in § 2-105(b) of this article;
   3. (3) The expiration of the period of existence of the corporation in accordance with § 3-519 of this article; or
   4. (4) Any other information that the corporation determines should be disclosed.

3. (c) A certificate of notice may not:

   1. (1) Amend, supplement, or correct the charter of the corporation in any manner; or
   2. (2) Affect any rights or liabilities of stockholders, whether or not accrued or incurred before the certificate of notice is filed.
4. (d) A certificate of notice is not a part of the charter of a corporation.
5. (e) A director of a corporation is not required to authorize or direct the filing of a certificate of notice.
6. (f) A corporation is not required to file a certificate of notice for any purpose, including to indicate that there has been a change to the facts or information contained in a previously filed certificate of notice.
7. (g) A certificate of notice shall be executed in the manner required for charter documents by § 1-301 of this title.

Added by Acts 2005, c. 586, § 1, eff. June 1, 2005.