Credit Unions - Mergers and Consolidations - Alteration of Voting Requirement, the official text

WES MOORE, Governor                  Ch. 506

Chapter 506

                   (House Bill 1049)

AN ACT concerning

Credit Unions – Mergers and Consolidations – Alteration of Voting Requirement

FOR the purpose of authorizing a majority of the board of a surviving credit union to
         approve a proposed merger without the affirmative vote of a majority of the members
         of the surviving credit union, subject to certain requirements; and generally relating
         to credit union mergers and consolidations.

BY repealing and reenacting, without amendments,
         Article – Financial Institutions
         Section 6–803(a) and (b)(1)
         Annotated Code of Maryland
         (2020 Replacement Volume and 2025 Supplement)

BY repealing and reenacting, with amendments,
         Article – Financial Institutions
         Section 6–803(d) through (g)
         Annotated Code of Maryland
         (2020 Replacement Volume and 2025 Supplement)

         SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF MARYLAND,
That the Laws of Maryland read as follows:

                   Article – Financial Institutions

6–803.

(a) (1) In this section the following words have the meanings indicated.

                  (2) “Merging credit union” means a credit union that is absorbed or
acquired by another credit union in a merger and ceases to exist after the merger.

                  (3) “New credit union” means a credit union that is created when two or
more credit unions consolidate to form a newly created credit union.

                  (4) “Surviving credit union” means a credit union that absorbs or acquires
another credit union in a merger and continues to exist after the merger.

         (b) (1) (i) With the approval of the Commissioner, any credit union may
merge or consolidate as provided in this section.

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Ch. 506  2026 LAWS OF MARYLAND

                           (ii) A merger or consolidation under this section may be with a credit
union organized under the laws of the United States, this State, or any other state.

        (d) (1) A majority of the board of each credit union proposing a [merger or]
consolidation shall:

                [(1)] (I) Adopt a resolution that declares that the [merger or]
consolidation is advisable; and

                [(2)] (II) Set a date for a vote on the proposed [merger or] consolidation
by the members of each credit union party to the [merger or] consolidation at any annual
or special meeting of the membership or by mail ballot to be filed on or before that date.

                (2) (I) A MAJORITY OF THE BOARD OF EACH CREDIT UNION

PROPOSING A MERGER SHALL ADOPT A RESOLUTION THAT DECLARES THAT THE

MERGER IS ADVISABLE.

                         (II) A MAJORITY OF THE BOARD OF EACH MERGING CREDIT

UNION PROPOSING THE MERGER SHALL SET A DATE FOR A VOTE ON THE PROPOSED
MERGER BY THE MEMBERS OF EACH MERGING CREDIT UNION AT ANY ANNUAL OR
SPECIAL MEETING OF THE MEMBERSHIP OR BY MAIL BALLOT TO BE FILED ON OR

BEFORE THAT DATE.

                         (III) A MAJORITY OF THE BOARD OF THE SURVIVING CREDIT

UNION PROPOSING THE MERGER MAY SET A DATE FOR A VOTE ON THE PROPOSED
MERGER BY THE MEMBERS OF THE SURVIVING CREDIT UNION AT ANY ANNUAL OR
SPECIAL MEETING OF THE MEMBERSHIP OR BY MAIL BALLOT TO BE FILED ON OR

BEFORE THAT DATE.

        (e) The Commissioner, at the request of [the] A board, may:

                  (1) Waive the vote of the members; and

                  (2) Substitute any reasonable method of determining the approval by the
members.

        (f) (1) [The merger or] A consolidation shall be in accordance with a plan that:

                [(1)] (I) States the field of membership type that the [surviving or] new
credit union will have;

                [(2)] (II) Is agreed to by a majority of the board of each credit union party
to the [merger or] consolidation; and

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                WES MOORE, Governor  Ch. 506

                [(3)] (III) Unless provided otherwise by the Commissioner, is approved by
the members of each credit union party to the [merger or consolidation,] CONSOLIDATION
by the affirmative vote of a majority of the members of each credit union party to the
[merger or] consolidation who vote on the proposal.

(2) A MERGER SHALL BE IN ACCORDANCE WITH A PLAN THAT:

                         (I) STATES THE FIELD OF MEMBERSHIP TYPE THAT THE
SURVIVING CREDIT UNION WILL HAVE;

                         (II) IS AGREED TO BY A MAJORITY OF THE BOARD OF EACH
CREDIT UNION PARTY TO THE MERGER; AND

                         (III) UNLESS PROVIDED OTHERWISE BY THE COMMISSIONER, IS

APPROVED BY THE MEMBERS OF EACH MERGING CREDIT UNION PARTY TO THE
MERGER BY THE AFFIRMATIVE VOTE OF A MAJORITY OF THE MEMBERS OF EACH

MERGING CREDIT UNION PARTY TO THE MERGER WHO VOTE ON THE PROPOSAL.

        (g) (1) [After] UNLESS CONSISTENT WITH THIS SECTION THE APPROVAL
BY THE MEMBERS IS BOTH NOT REQUIRED AND NOT OBTAINED, AFTER agreement by
the board and approval by the members of each credit union party to the merger or
consolidation, two officers of each credit union party to the merger or consolidation shall
execute a certificate of merger or consolidation.

                  (2) The certificate of merger or consolidation shall include as to each credit
union party to the merger or consolidation:

                (i) The time and place of the meeting of the board at which the plan

was agreed to;

                (ii) The vote by which the plan was agreed to by the board;

                           (iii) A copy of the resolution or other action by which the plan was
agreed to by the board; AND

                         (iv) UNLESS CONSISTENT WITH THIS SECTION THE APPROVAL
BY THE MEMBERS IS BOTH NOT REQUIRED AND NOT OBTAINED:

                                 1. The date on or by which the plan was approved by the
members of each credit union; and

                         [(v)] 2. Unless provided otherwise by the Commissioner, the vote
by which the plan was approved by the members of each credit union.

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Ch. 506  2026 LAWS OF MARYLAND

         SECTION 2. AND BE IT FURTHER ENACTED, That this Act shall take effect
October 1, 2026.

Approved by the Governor, May 12, 2026.

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