HARRY HUGHES, Governor                                      4051

(B) THE BYLAWS OF A SUBSIDIARY SAVINGS BANK SHALL PROVIDE
FOR ANNUAL MEETINGS OF THE STOCKHOLDERS TO:

(1) ELECT DIRECTORS; AND

(2) TRANSACT OTHER BUSINESS.

4-505.

The members of a savings bank OR THE STOCKHOLDERS OF A
SUBSIDIARY SAVINGS BANK shall elect directors at each annual
meeting of the members.

4-508.

The board of directors of a savings bank shall fill any
vacancy on the board by electing an individual to serve until the
next annual meeting of the members OR THE STOCKHOLDERS OF A
SUBSIDIARY BANK and until a successor is elected and qualifies.

SUBTITLE 8. MUTUAL HOLDING COMPANIES

4-801.

IN THIS SUBTITLE, "SAVINGS AND LOAN ASSOCIATION" MEANS A
SAVINGS AND LOAN ASSOCIATION ORGANIZED UNDER TITLE 9 OF THIS
ARTICLE AND INSURED BY THE MARYLAND DEPOSIT INSURANCE FUND
CORPORATION.

4-802.

(A) (1) NOTWITHSTANDING ANY OTHER PROVISION OF LAW, ANY
SAVINGS BANK MAY BE REORGANIZED IN ORDER TO BECOME A MUTUAL
HOLDING COMPANY BY SUBMITTING TO THE BANK COMMISSIONER AN
APPLICATION FOR APPROVAL OF REORGANIZATION.

(2) A REORGANIZATION SUBMITTED FOR APPROVAL SHALL
HAVE BEEN APPROVED BY THE SAVINGS BANK UNDER THE PROCEDURES AS
DESCRIBED IN § 4-701(C) OF THIS TITLE.

(B) THE APPLICATION FOR APPROVAL OF REORGANIZATION SHALL
CONTAIN:

(1) A BRIEF STATEMENT SUMMARIZING A PLAN OF
REORGANIZATION;

(2) 3 COPIES OF THE PROPOSED ARTICLES OF
INCORPORATION OF THE SUBSIDIARY SAVINGS BANK ACKNOWLEDGED BY THE
INCORPORATORS OF THE SUBSIDIARY SAVINGS BANK;

(3) A STATEMENT THAT THE PLAN OF REORGANIZATION WAS
ADVISED, AUTHORIZED, AN APPROVED BY THE SAVINGS BANK IN THE
MANNER AND BY THE VOTE REQUIRED BY ITS CHARTER AND THE LAWS OF
THIS STATE; AND

(4) A STATEMENT OF THE MANNER OF APPROVAL.