Ch. 177                             MARVIN MANDEL, Governor                                 253

CHAPTER 177
(House Bill 1242)

AN ACT to repeal and re-enact, with amendments, Section 51 of Article 11 of the
Annotated Code of Maryland (1968 Replacement Volume), title "Banks and
Trust Companies," subtitle "Savings Institutions"; and to repeal and re-enact,
with amendments, Section 161U of Article 23 of the Annotated Code of
Maryland (1966 Replacement Volume and 1971 Supplement), title
"Corporations," subtitle "III. Particular Classes of Corporations," subheading
"Building or Homestead Associations," to provide for merger or consolidation
of a mutual savings institution with a savings and loan association.

SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF
MARYLAND, That Section 51 of Article 11 of the Annotated Code of Maryland
(1968 Replacement Volume), title "Banks and Trust Companies," subtitle
"Savings Institutions" be and it is hereby repealed and re-enacted, with
amendments, to read as follows:

51.

Every savings institution incorporated under this article or heretofore
incorporated with the written consent of the Commissioner, may merge or
consolidate with any other banking institution in this State, OR WITH A
FEDERAL OR STATE SAVINGS AND LOAN ASSOCIATION IN THIS
STATE, by a vote, in person or by proxy, of two thirds of its corporate members
or like governing bodies, and in event there is no such body, by a vote of the
Board of Directors, such vote to be taken at a meeting duly called for that purpose
as provided by law. A copy of the agreement setting forth the terms and conditions
of the proposed plan, executed before a public officer, qualified to take
acknowledgments, by the president and treasurer of the associations entering into
the agreements, must be filed with the Commissioner.

SECTION 2. AND BE IT FURTHER ENACTED, That Section 161U of
Article 23 of the Annotated Code of Maryland (1966 Replacement Volume and
1971 Supplement), title "Corporations," subtitle "III. Particular Classes of
Corporations," subheading "Building or Homestead Associations" be and it is
hereby repealed and re-enacted, with amendments, to read as follows:

161U.

(a)

Any association shall have power to consolidate or merge with or sell or
transfer all or substantially all of its property and assets to any other incorporated
association in this State as provided by this article for corporations having capital
stock, upon first filing its proposed plan of consolidation or merger or sale or
transfer with the Director and securing his approval thereof. Whenever any
association shall transfer all or substantially all of its property and assets subject to
all or substantially all of its liabilities to another association and shall then dissolve
in accordance with a plan filed with the Director hereunder, such plan shall
constitute a statutory merger. Any such plan of transfer must be approved by the
Board of Directors of the transferee association and the Board of Directors of the
transferor association. The plan must also be submitted for action thereon at either
an annual or special meeting of the members of the transferor association and
must be approved by the members of the transferor association by the affirmative
vote of two thirds of all the votes entitled to be cast thereon. Any association of
this State shall have the power to partially liquidate, dissolve or reorganize
pursuant to the provisions of this article pertaining to corporations of this State,