HARRY HUGHES, Governor

167

(2) TO THE EXTENT THAT A PROPOSED TRANSFER OF ANY
ASSETS IS ACCOMPANIED BY THE ASSUMPTION OF CERTAIN LIABILITIES OF
THE SAVINGS AND LOAN ASSOCIATION WITHOUT AN ASSUMPTION BY A
TRANSFEREE OF A LIKE PERCENTAGE OR AMOUNT OF OTHER LIABILITIES OF
THE ASSOCIATION THAT ARE IN PARITY WITH THOSE LIABILITIES
ASSUMED, THE COURT MAY APPROVE THE TRANSACTION IF IT DETERMINES
THAT THE ASSUMPTION IS CONSISTENT WITH THE ESTIMATED
DISTRIBUTIONS TO CLAIMANTS UNDER A COMPLETE LIQUIDATION UNDER §
9-711 OF THIS SUBTITLE OR IS OTHERWISE FAIR AND REASONABLE.

(C)  (1) BY ORDER, THE COURT MAY TRANSFER ANY ASSET OF THE
SAVINGS AND LOAN ASSOCIATION TO A TRANSFEREE UNDER SUBSECTION (A)
(B) OF THIS SECTION FREE AND CLEAR OF ANY LIENS, CLAIMS, PLEDGES,
SECURITY INTERESTS, CHARGES, OR OTHER ENCUMBRANCES.

(2) THE ORDER SHALL STATE THAT ANY LIENS, CLAIMS,
PLEDGES, SECURITY , INTEREST INTERESTS, CHARGES, OR OTHER
ENCUMBRANCES THAT ATTACHED TO THE ASSET BEFORE THE TRANSFER,
AFTER THE TRANSFER, EITHER SHALL:

(I)  ATTACH TO THE PROCEEDS RECEIVED BY THE
CONSERVATORSHIP OR RECEIVERSHIP ESTATE FROM THE TRANSFER; OR

(II)  ATTACH TO OTHER ASSETS SPECIFIED IN THE
COURT'S ORDER THAT HAVE A VALUE EQUIVALENT TO THE VALUE OF THE
ASSETS TO WHICH THEY ATTACHED BEFORE THE TRANSFER.

(D) (1) UNLESS THE ORDER OF THE COURT APPROVING THE A
TRANSACTION WAS STAYED PENDING APPEAL BEFORE THE CONSUMMATION OF
THE APPROVED TRANSACTION, THE REVERSAL OR MODIFICATION ON APPEAL
OF THE APPROVAL BY THE COURT OF A TRANSACTION UNDER THIS SECTION
DOES NOT AFFECT THE VALIDITY OF ANY TRANSFER, SALE, OR PLEDGE SO
APPROVED TO ANY PERSON THAT ACQUIRES THE TRANSFERRED ASSET OR
ASSETS IN GOOD FAITH, WHETHER OR NOT THAT PERSON KNEW OF THE
PENDENCY OF THE APPEAL. UNDER SUBSECTION (B) OR (C) OF THIS
SECTION IS APPEALED IN THE MANNER PROVIDED IN THIS SUBSECTION
WITHIN 30 DAYS FROM THE DATE OF ENTRY, THE ORDER SHALL BECOME
FINAL AND NONAPPEALABLE.

(2) NOTWITHSTANDING ANY OTHER PROVISION OF LAW, THE
COURT OF APPEALS SHALL HAVE EXCLUSIVE AND PLENARY JURISDICTION
OVER AN APPEAL OF ANY ORDER OF A STATE COURT APPROVING A
TRANSACTION UNDER SUBSECTION (B) OR (C) OF THIS SECTION. TO THE
EXTENT POSSIBLE, ANY APPEAL OF AN ORDER OF A STATE COURT
APPROVING A TRANSACTION UNDER SUBSECTION (B) OR (C) OF THIS
SECTION SHALL BE HEARD BY THE COURT OF APPEALS ON AN EXPEDITED
BASIS.

(E)  THE CONSERVATOR OR RECEIVER MAY TRANSFER, SELL, USE,
LEASE, OR ENCUMBER ANY ASSETS OF THE SAVINGS AND LOAN ASSOCIATION
OR OF THE CONSERVATORSHIP OR RECEIVERSHIP ESTATE IN THE ORDINARY
COURSE OF BUSINESS WITHOUT OBTAINING THE APPROVAL OF THE COURT.