Ch. 213

1995 LAWS OF MARYLAND

(2) If one of the constituent banks is a national banking association or a
federally-chartered savings bank or savings and loan association, federal law governs its
actions and the rights of its stockholders.

(c) If the successor will be a national banking association or a federally-chartered
savings bank or savings and loan association:

(1)     Federal law governs:

(i) The actions of a constituent bank;

(ii) The rights of its stockholders; and

(iii) The effect of the consolidation, merger, or transfer of assets on its
rights, franchises, interests, and fiduciary duties; and

(2)     Except for this section and § 3-710 of this subtitle, the other provisions
of this subtitle do not apply to the consolidation, merger, or transfer of assets.

(D) IF ONE OF THE CONSTITUENT BANKS IS AN OTHER-STATE BANK:

(1) MARYLAND LAW GOVERNS:

(I)      THE ACTIONS OF THE BANKING INSTITUTION;

(II)     THE RIGHTS OF ITS STOCKHOLDERS; AND

(III)   THE EFFECT OF THE CONSOLIDATION, MERGER, OR TRANSFER
OF ASSETS ON ITS RIGHTS, FRANCHISES, INTERESTS, AND FIDUCIARY DUTIES: AND

(2) THE LAW OF THE OTHER STATE GOVERNS:

(I)      THE ACTIONS OF THE OTHER-STATE BANK;

(II)     THE RIGHTS OF ITS STOCKHOLDERS; AND

(III)   THE EFFECT OF THE CONSOLIDATION, MERGER, OR TRANSFER
OF ASSETS ON ITS RIGHTS, FRANCHISES, INTERESTS, AND FIDUCIARY DUTIES.

3-710.

(a)     The successor shall act promptly to file and record the agreement in the same
manner as required for articles of incorporation.

(b)     ONE OF THE FOLLOWING CERTIFICATES MAY BE RECORDED IN ANY
OFFICE WHERE DEEDS ARE RECORDED TO EVIDENCE THE NEW NAME IN WHICH
THE PROPERTY OF THE CONSTITUENT BANKS IS HELD:

(1) A certificate of consolidation, merger, or transfer of assets that the Bank
Commissioner issues[, or];

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