SB 992 Maryland Senate · 2025 Regular Session

Corporations and Associations - Revisions

SB 992 removes the requirement for shareholder approval when corporations transfer assets used as collateral for mortgages, pledges, or security interests. It establishes two key pathways: (1) when lenders exercise rights under commercial law to transfer assets without corporate consent, or (2) when the board authorizes an "alternative sale" that reduces the secured debt, with the asset value not exceeding the debt amount. This primarily affects corporations with secured debt and their lenders by simplifying asset transfers during debt resolution. The bill also repeals outdated merger documentation requirements for business entities.
Bill status passed 3 of 5 stages cleared
Introduction
Feb 2025
Committee Review
Mar 2025
Senate Passage
Mar 2025
House of Delegates Passage
Governor
Introduced Feb 7, 2025 Last action Mar 28, 2025
Maddy AI version diff · 1 comparison

What changed between versions

First - Corporations and Associations - Revisions Third - Corporations and Associations - Revisions · 3 edits
MINOR
This bill revision reorganizes the presentation of corporate law provisions regarding committee establishment and asset transfers, while also adding procedural information about the bill's legislative journey. The substantive legal content regarding corporate governance remains largely the same, though the formatting and numbering of sections have been adjusted.
TECHNICAL

Added procedural information showing the bill was re-referred to Judicial Proceedings on February 18, 2025, with a favorable committee report and Senate adoption on March 8, 2025.

Reorganized the numbering and structure of the bill text, particularly in sections 3-104 and 3-109, changing how subsections and paragraphs are labeled while maintaining the same legal content.

Added explanatory notes about formatting conventions used in the bill document, such as underlining for amendments and strike-through for deletions.

Floor votes · Senate Mar 9, 2025

How they voted

420
Passed · 4 other
Total votes 46
Mar 9, 2025
D Democratic33
30 Yea 3
90% Yea
R Republican13
12 Yea 1
92% Yea
Vote distribution
All Yea All Nay Mixed No data
Full legislative history

Actions timeline

Total actions
9
Key actions
4
Committee
5
Mar 28, 2025
Committee
Referred Rules and Executive Nominations
lower
Mar 27, 2025
Upper · Passed
Third Reading Passed
upper
Mar 26, 2025
Upper · Passed
Favorable with Amendments {
upper
Mar 26, 2025
Upper · Passed
Favorable with Amendments Report by Judicial Proceedings
upper
Mar 9, 2025
Senate · Passed
Senate Vote: pass (42-0-4)
senate
Mar 6, 2025
Committee
Rereferred to Judicial Proceedings
upper
Feb 7, 2025
Committee
First Reading Senate Rules
upper
2 primary · 0 co-sponsors

Sponsors