HARRY HUGHES, Governor

3111

COMMITTEE COMMENT: This section replaces former CA §§
6-224(a) and 6-225.

In this section, "transfer of assets" is added as
applying also to a savings bank. Former CA §
6-225 did not expressly include authority to
transfer assets. However, a transfer of assets
is by definition part of a statutory merger for
which there is express authority.

Note that former CA § 6-225, which provided
authority for a savings and loan association to
merge with a "savings institution" (savings bank)
incorrectly restated the prior law as to
authority granted by the legislature. Former CA
§ 6-225 indicates that it is a revision of former
Art. 23, § 161U(b); however, subsection (b) of
former Art. 23, § 161U had provided only for the
appeal procedure. The main provision of former
Art. 23, § 161U had been subsection (a) which had
provided for the authority of a savings and loan
association to merge, consolidate, or transfer
assets to an "incorporated association of this
State", which clearly meant only another savings
and loan association, as the defined term is used
in this title.

Although Art. 11, § 51 provides authority to a
"savings institution" (savings bank) to merge or
consolidate with, among other things, a savings
and loan association, no express authority had
been given by the legislature to a savings and
loan association to merge or consolidate, with
the Division Director approval, with anything
other than another savings and loan association.

See also § 9-630(b) of this subtitle, where the
notice provisions of the plan filing apply to
"each savings and loan association named in the
plan".

On the advice of the Board of Commissioners that
the resulting authority after restatement has
already been acted on and that this provision is
sometimes needed, this revision retains the
provisions of former CA § 6-225.

The phrase in former CA § 6-224(a), "Subject to
the provisions of this section" was deleted as
included in the provisional "if".

As to item (1) of this section, the reference in
former CA § 6-224 to Title 2 of the Corporations
and Associations Article is corrected here to be
Title 3, which deals with Extraordinary Actions.