1616

LAWS OF MARYLAND

[Ch. 311

Title 1 of this article.
3-111. ACTION BY DEPARTMENT.

(A)   PREPARATION OF CERTIFICATES.

THE DEPARTMENT SHALL PREPARE CERTIFICATES OF
CONSOLIDATION, MERGER, OR TRANSFER, AS THE CASE MAY BE,
WHICH SPECIFY:

(1)   THE NAME OF EACH PARTY TO THE ARTICLES;

(2)    THE NAME OF THE SUCCESSOR AND THE
LOCATION OF ITS PRINCIPAL OFFICE IN THIS STATE OR, IF IT
HAS NONE, ITS PRINCIPAL PLACE OF BUSINESS; AND

(3)   THE TIME THE ARTICLES ARE ACCEPTED FOR
RECORD BY THE DEPARTMENT.

(B)   COPY OF CERTIFICATE TO CLERK.

IN ADDITION TO ANY OTHER PROVISION OF LAW WITH
RESPECT TO RECORDING, THE DEPARTMENT SHALL SEND ONE OF
THE CERTIFICATES TO THE CLERK OF THE COURT OF EACH COUNTY
IN THIS STATE, EXCEPT A COUNTY WHERE THE ARTICLES WILL BE
RECORDED, WHERE:

(1)    THE PRINCIPAL OFFICE OF A CONSOLIDATING,
MERGING, OR TRANSFEROR CORPORATION IS LOCATED; AND

(2)    THE ARTICLES SHOW THAT A MERGING
CORPORATION OTHER THAN THE SUCCESSOR, A CONSOLIDATING
CORPORATION, OR A TRANSFEROR CORPORATION OWNS AN INTEREST
IN LAND.

(C)   DUTY OF CLERK ON RECEIPT OF CERTIFICATE.

ON RECEIPT OF THE CERTIFICATE, THE CLERK PROMPTLY
SHALL RECORD IT WITH:

(1)   THE CHARTER RECORDS, IF IT RELATES TO THE
LOCATION OF A PRINCIPAL OFFICE; AND

(2)    THE LAND RECORDS, IF IT RELATES TO AN
INTEREST IN LAND.

REVISOR'S NOTE: This section presently appears as
Art. 23, § 66(g)(1).

In subsection (a) (2) of this section, the
reference to the naming of a "principal place
of business" as an alternate to a "principal
office" in this State has been clarified to
conform to the current practice of the