(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.
Structure Maryland Statutes
Title 3 - Corporations in General -- Extraordinary Actions
Subtitle 1 - Consolidation, Merger, and Transfer of Assets
Section 3-103 - Consideration for Stock or Assets
Section 3-106 - Procedure for Merger of Subsidiary Corporation if Charter of Parent Not Amended
Section 3-106.1 - Procedure for Merger Preceded by Tender or Exchange Offer by Acquiring Entity
Section 3-106.2 - Formation of Holding Company by Merger
Section 3-107 - Filing of Articles
Section 3-108 - Abandonment of Proposed Consolidation, Merger, or Share Exchange
Section 3-109 - Contents of Articles of Consolidation, Merger, or Share Exchange
Section 3-110 - Execution of Articles
Section 3-111 - Action by Department
Section 3-112 - Property Certificate for Assessment Records
Section 3-113 - Time Consolidation, Merger, or Share Exchange Effective
Section 3-114 - Effect of Consolidation or Merger
Section 3-114.1 - Effect of Share Exchange
Section 3-115 - Effect of Transfer of Assets
Section 3-116 - Waiver of Exemptions
Section 3-117 - Consolidations and Mergers of Foreign Corporations