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§ 5-207. Consolidation, merger, transfer of assets, or conversion

MD Corp & Assn Code § 5-207 (2019) (N/A)
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(a)    (1)    A nonstock corporation may consolidate or merge only with another nonstock corporation.

(2)    A Maryland nonstock corporation may convert only into a foreign corporation that does not have the authority to issue stock.

(3)    A foreign corporation that does not have the authority to issue stock:

(i)    May convert into a Maryland nonstock corporation; and

(ii)    May not convert into a Maryland corporation that has the authority to issue stock.

(b)    A consolidation, merger, transfer of assets, or conversion of a nonstock corporation shall be effected as provided in Title 3 of this article.

(c)    Notwithstanding § 3–105(e) of this article, a proposed consolidation, merger, transfer of assets, or conversion of a nonstock corporation organized to hold title to property for a labor organization, and for related purposes, shall be approved by the same affirmative vote of the members of the corporation that the constitution or bylaws of the labor organization requires for the same action.

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