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Session Laws, 1989
Volume 771, Page 2805   View pdf image
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WILLIAM DONALD SCHAEFER, Governor Ch. 402

a party to a consolidation or merger in which another foreign
corporation is the successor, the transfer to, vesting in, or
devolution on the successor of the property, rights, privileges,
franchises, or other assets of the nonsurviving foreign
corporation is effective as provided by the laws of the places
which govern the consolidation or merger.

(c)  The successor shall file with the Department:

(1)  A property certificate under § 3-112 of this
article; and

(2)  A certificate of its president, vice-president,
secretary, or assistant secretary which specifies:

(i) Each county in this State where a foreign
corporation party to the consolidation or merger, except the
successor, owned an interest in land;

(ii) The name of each corporation party to the
consolidation or merger;

(iii) The place under the laws of which each
party was organized; and

(iv) The name of the successor.

(d)  If a copy of the document effecting the consolidation
or merger has not been filed with the Department as provided in
Title 7 of this article, the successor shall file with the
Department an officially certified copy of that document.

(e)  When the Department receives the articles and any
certificate of the successor, it shall prepare and file
certificates of consolidation or merger in the manner provided
for Maryland corporations. However, the certificate of
consolidation or merger need not state the principal office in
this State of any corporation which does not have a principal
office, and the certificate shall include the other information
specified in the certificate filed by the successor.

7-206.

(a) A foreign corporation that is qualified or registered
to do business in this State shall file an officially certified
statement with the Department within 60 days after the
corporation:

(1)  Merges into another corporation;

(2)  Consolidates with another corporation;

(3)  Dissolves; or

- 2805 -

 

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Session Laws, 1989
Volume 771, Page 2805   View pdf image
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