Ch. 72

1994 LAWS OF MARYLAND

(c)     (i) The successor shall be considered the same business and corporate
entity as each of the constituent banks and has all of the rights, powers, and duties of each
constituent bank, except:

(i) As limited by the successor's charter or bylaws; and

(ii) [If the successor is a bank and another constituent bank is a
savings and loan association, the successor has only the powers of the savings and loan
association as] AS LIMITED BY the Bank Commissioner [may approve] under subsection
(e)[(2)] of this section.

(2) Each constituent bank's rights, franchises, and interests in any property
become the property of the successor without any deed, transfer, or other action.

(3) The successor has the same powers that each constituent bank had as to
any property held in any fiduciary capacity, without any deed, transfer or other action.
The successor may be removed or replaced as fiduciary in the same manner and to the
same extent as the constituent bank.

(d)     (1) Unless this construction would be unreasonable, any reference to any
constituent bank in any writing, whether executed or taking effect before or after the
consolidation of merger, shall be interpreted as a reference to the successor.

(2) The successor may use the name of any constituent bank if it can do any
act more conveniently under that name.

(e)    [(1)]If a constituent bank [other than a savings and loan association] has
assets of engages in business activities that do hot conform to the law governing the

successor, the Bank Commissioner may allow a reasonable time for the successor to
conform to that law.

[(2) If a constituent bank is a savings and loan association, the successor may
hold the assets or conduct the business activities of the savings and loan association that
do not conform to the law governing the successor for:                                     

(i) 2 years after the merger, consolidation, or asset transfer; and

. (ii) If the Bank Commissioner approves, for an additional period.]

(f)      Unless the Bank Commissioner approves, the success of may not carry on its
books an asset received from a constituent bank at a higher value than that on the books
of the constituent bank at the time of the last examination by a State or federal bank
examiner before the effective date of the consolidation or merger.

SECTION 2. AND BE IT FURTHER ENACTED, That this Act shall take effect
October 1, 1994.

Approved April 12, 1994.

- 1122 -