2020 Maryland Statutes
Corporations and Associations
Title 3 - Corporations in General -- Extraordinary Actions
Subtitle 1 - Consolidation, Merger, and Transfer of Assets
Section 3-102 - General Rule

Universal Citation:
MD. Corporations and Associations Code Ann. § 3-102 (2020)
Learn more This media-neutral citation is based on the American Association of Law Libraries Universal Citation Guide and is not necessarily the official citation.

    (a)    A Maryland corporation having capital stock may:

        (1)    Consolidate with one or more other Maryland or foreign corporations having capital stock to form a new consolidated corporation;

        (2)    Merge into another Maryland or foreign corporation having capital stock, or have one or more such corporations merged into it;

        (3)    Merge into a domestic or foreign business trust having transferable units of beneficial interest, or have one or more such business trusts merge into it;

        (4)    Merge into a domestic or foreign limited partnership, or have one or more domestic or foreign limited partnerships merged into it;

        (5)    Merge into a domestic or foreign limited liability company, or have one or more domestic or foreign limited liability companies merged into it;

        (6)    Merge into a domestic or foreign partnership, or have one or more domestic or foreign partnerships merged into it;

        (7)    Participate in a share exchange either:

            (i)    As the successor; or

            (ii)    As the corporation the stock of which is to be acquired; or

        (8)    Transfer its assets.

    (b)    The provisions of this subtitle do not repeal, modify, or affect in any way a restriction or limitation:

        (1)    Imposed on a corporation by State or other applicable law or by a charter provision which applies to a consolidation, merger share exchange, or transfer of assets; or

        (2)    Contained in a franchise granted by the State or any of its political subdivisions which applies to a transfer or assignment of the franchise.

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