Proposed state law to toughen takeovers is...

Letters to the Editor

February 12, 1999

Proposed state law to toughen takeovers is business-friendly

I am writing to disagree with the impression given in your article "Bid to fight takeovers criticized" (Jan. 17).

The description of the intent and origin of this proposal was misleading.

I was accurately quoted about the benefit we believe the changes to the state's business corporation law might provide to Maryland-based, publicly traded companies. However, we did not just endorse the idea, we initiated it after discussions with several businesses. The Maryland Economic Development Commission proposed this initiative to Gov. Parris N. Glendening as an issue that would improve the competitiveness of Maryland and its corporations.

The bill is aimed at making Maryland's corporate and real estate investment trust (REIT) laws among the best in the country, particularly in the area of unsolicited takeovers. Maryland has several laws aimed at protecting Maryland corporations against the abuses of hostile takeovers. We proposed this legislation to enhance Maryland's takeover statutes. It would give the boards of directors of Maryland corporations, if they choose, additional protection and flexibility in responding to hostile takeover bids.

The legislation, which had not been drafted when this article was written, would not restrict takeovers. Additionally, it affirms, during an unsolicited takeover process, that the board's responsibility to the stockholders or shareholders and the corporation or REIT is paramount. This is a concern that was raised about other states' laws.

The legislation will not preclude takeovers. It gives corporate directors greater options during the process. When an unsolicited takeover occurs, the terms on which it occurs are dictated by economics, not by business combination statutes, shareholder rights plans, staggered boards of directors or the effect of the acquisition on a community or its employment base. Additions to Maryland law would not change that.

But with this legislation, the state would strengthen the process for decision-makers of Maryland-based, publicly traded companies and real estate investment trusts. It's a business-friendly signal to companies, boards of directors and their shareholders.

Joseph Haskins Jr.,

Baltimore

The writer is chairman of the Maryland Economic Development Commission.

Some uncertified teachers have the right experience

As a former city teacher, I found your story on hiring new teachers in Baltimore more than interesting ("School hiring yields novices," Feb. 4). One thing is certain: It doesn't take state-mandated credentials to make a good teacher.

I had many respected colleagues who were excellent in the classroom and had not come up through the treadmill of institutional training.

Sadly, the city sees bribing certified teachers as the only option to improving the teaching quality in the city schools. This course is wrong and will get the city no further in this torturous odyssey of reform.

I recommend that the city take a closer look at what brings all these uncertified people to the city. It would discover that a desire to serve does not exist among all newly certified teachers.

Uncertified teachers come into the profession with college educations and valuable life experience in other sectors of society. The values and the abilities that I have seen in many uncertified teachers are rich and have often exceeded those of trained teachers.

The state-certified programs and testing have not been proved to produce high-quality teachers. The focus should not be on the teacher's diploma, but rather on what goes into making a good teacher.

Kenneth S. Ciccone,

Delmenhorst, Germany

Which alleged criminals will gloat about going free?

When I picked up the newspaper, I saw your headline, "Seemingly solid case evaporates" (Feb. 4). I thought that it concerned the Clinton Senate trial. Upon reading it, I saw that it was about two men charged in a robbery being set free. Now the burning question is: Will Christopher Wills and Kevin Cox proclaim the Super Pride on East Northern Parkway a "gloat free zone"?

Norma O'Hara,

Baltimore

Constitution protects us, not the government

It is really disturbing to hear or read those who misrepresent the First Amendment of the Constitution. Such a misrepresentation appeared on the Opinion Commentary page in "Separation of pope and state."

Bill Thompson, a columnist from the Fort Worth Star-Telegram, writes: "But no president or governor, no official at any level of government in America, should make decisions based on the desires or dictates of any church. That is the law of the land."

Mr. Thompson is upset that the governor of Missouri spared the life of a murderer at the urging of the pope. Well-informed individuals should know that the Catholic Church does not deny the government's right to execute criminals. The pope's comment was a personal appeal.

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