Ch. 326

1996 LAWS OF MARYLAND

(b) (1) Any director who fails to attend meetings of the board of directors as
required by this section is disqualified automatically from serving as director for a
succeeding term.

(2) The [Bank] Commissioner OF FINANCIAL REGULATION may
waive the disqualification of a director if the director shows to the [ Bank] Commissioner
good cause for the failure to attend the meetings.

4-603.

(a)     (1) Unless a savings bank has the prior approval of the [Bank]
Commissioner OF FINANCIAL REGULATION, the total amount of all of its
outstanding debts, other than those incurred for purposes of repaying its depositors, may
not exceed 5 percent of its deposits.

(2) When the directors of a savings bank authorize it to borrow money for
which approval is required, the savings bank immediately shall send a copy of the board's
resolution to the [Bank] Commissioner.

(b)     A savings bank may not borrow money for periods that total more than:

(1)     1 year; and

(2)     Any additional renewal period that the [Bank] Commissioner approves
in writing for payment of an unpaid balance.

4-701.

(a)     In this section, "transfer assets", "transfer its assets", or "transfer of assets"
means to sell, lease, exchange, or otherwise transfer all or substantially all of the property
and assets of a savings bank.

(b)     A savings bank may consolidate with, merge into, or transfer its assets to any
banking institution in this State, any other bank in this State, or any State or federal
savings and loan association in this State if the [ Bank] Commissioner OF FINANCIAL
REGULATION, after receiving the advice of the Banking Board, gives written consent to
the transaction.

(c)     The transaction shall be approved at a meeting called for that purpose, by the
affirmative vote of:

(1)     Two thirds of the members of the savings bank, voting in person or by
proxy; or

(2)     If there are no members, the board of directors of the savings bank.

(d)     An agreement that sets forth the terms and conditions of the proposed
transaction shall be:

(1)     Signed and acknowledged by the president and treasurer of each party
to the transaction; and

(2)     Filed with the [Bank] Commissioner.

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