Ch. 71

1995 LAWS OF MARYLAND

CHAPTER 71
(House Bill 487)

AN ACT concerning

Recordation and Transfer Taxes - Mergers

FOR the purpose of clarifying that recordation and transfer taxes do not apply to certain
instruments when a corporation merges out of existence to its successor corporation
under certain circumstances; and clarifying that recordation and transfer taxes do
not apply to federally tax-exempt corporate reorganizations under certain
circumstances.

BY repealing and reenacting, with amendments,
Article - Tax - Property

Section 12-108(v) 12-108(p) and (v) and 13-101(b)(2) 13-404(b)(1) and (2)
Annotated Code of Maryland
(1994 Replacement Volume and 1994 Supplement)

SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF
MARYLAND, That the Laws of Maryland read as follows:

Article - Tax - Property

12-108.

(p) An instrument of writing is not subject to recordation tax if the instrument of
writing is:

(1)     a transfer of title to real property between a parent corporation and its
subsidiary corporation or between 2 or more subsidiary corporations wholly owned by the
same parent corporation, if the parent corporation is an original stockholder of the
subsidiary corporation, or subsidiary corporations, or became a stockholder through gift
or bequest from an original stockholder of the subsidiary corporation, or subsidiary
corporations, for:

(i) no consideration;

(ii) nominal consideration; or

(iii) consideration that comprises only the issuance, cancellation, or
surrender of stock of a subsidiary corporation;

(2)      [a deed made under] AN INSTRUMENT OF WRITING MADE
PURSUANT TO reorganizations described in § 368(a) of the Internal Revenue Code; or

(3)     a transfer of title to real property from a subsidiary corporation to its
parent corporation for no consideration, nominal consideration or consideration that
comprises only the issuance, cancellation, or surrender of a subsidiary's stock, where the
parent corporation:

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