(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) (1) 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 Commissioner gives written consent to the transaction. (2) A savings bank may have any banking institution in this State, any other bank in this State, or any State or federal savings and loan association in this State merge into the savings bank if the Commissioner 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 Commissioner. (e) (1) Except as provided in subsection (f) of this section, the Commissioner shall publish a notice of the filing of the agreement. (2) The notice shall be published in the Maryland Register as provided in the State Documents Law. (f) Subject to confirmation by the Secretary of Labor, the Commissioner may approve an agreement without the notice in the Maryland Register if: (1) The financial condition or stability of one of the parties to the proposed transaction is such that a delay of the proposed transaction will cause an economic hardship to it; and (2) Approval of the agreement is in the public interest.
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