MARVIN MANDEL, Governor

1653

VOLUNTARILY OR INVOLUNTARILY DISSOLVED IS VESTED WITH
FULL TITLE TO ALL THE ASSETS OF THE CORPORATION AND HAS
FULL POWER TO ENFORCE OBLIGATIONS OR LIABILITIES IN ITS
FAVOR. HE SHALL LIQUIDATE THE ASSETS OF THE CORPORATION
AND WIND DP ITS AFFAIRS UNDER THE SUPERVISION OF THE
COURT AND HAS ALL POWERS NECESSARY FOR THAT PURPOSE.

(B)   AS TO FRAUDULENT TRANSFER OR PREFERENCE.

(1)   ANY PREFERENCE, PAYMENT, OR TRANSFER WADE
BY THE CORPORATION WHICH WOULD BE VOID, VOIDABLE, OR
FRAUDULENT UNDER STATE LAW OR THE FEDERAL BANKRUPTCY ACT
IF MADE BY AN INSOLVENT OR BANKRUPT IS TO THE SAME EXTENT
VOID, VOIDABLE, OR FRAUDULENT, RESPECTIVELY, AS TO THE
CORPORATION, AND THE RECEIVER HAS THE POWERS OF A TRUSTEE
IN BANKRUPTCY WITH RESPECT TO SETTING THEM ASIDE.

(2)    FOR THE PURPOSE OF THIS SUBSECTION, THE
DATE OF FILING A PETITION FOR APPOINTMENT OF A RECEIVER
HAS THE SAME EFFECT AS THE DATE OF FILING A PETITION IN
BANKRUPTCY.

(C)   AS TO SALES UNDER MORTGAGE.

IF ASSETS OF A CORPORATION ARE SOLD TO FORECLOSE A
MORTGAGE, DEED OF TRUST, SECURITY INTEREST, OR SIMILAR
INSTRUMENT:

(1)    THE RECEIVER MAY SELL ONLY THE
CORPORATIONS EQUITY OF REDEMPTION IN THE ASSETS, UNLESS
THE OTHER PARTIES IN INTEREST AGREE OTHERWISE IN WRITING;
AND

(2)    IF THE OTHER PARTIES DO NOT AGREE
OTHERWISE IN WRITING, THE SALE MAY TAKE PLACE AS IF THE
PROCEEDINGS FOR DISSOLUTION HAD NOT BEEN INSTITUTED.

REVISOR'S NOTE: This section is new language derived
without substantive change from Art. 23, §81.

Subsection (b) of this section has been
substantially rewritten, giving the receiver
the same powers as a trustee in bankruptcy,
rather than, as is the case presently, a
trustee in a State insolvency proceeding.
This is necessary since the State insolvency
statute will be repealed by the Commercial Law
Article. It is doubtful that this change will
have much substantive effect since the duties
of trustees under Maryland and Federal Law are
similar. Additionally, it is advantageous to
incorporate by reference the duties of a
trustee under Federal law rather than spelling
them out since many of those duties are the