Md. Code, Corporations and Associations § 3-115
This is the official text of Md. Code, Corporations and Associations § 3-115, part of Maryland’s Code, Corporations and Associations — governs the formation and operation of corporations, LLCs, and partnerships.
Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.
§3–115.
Official statutory text
(a) Consummation of a transfer of assets has the effects provided in this section.
(b) (1) The assets of the transferor, including any legacies which it would have been capable of taking, transfer to, vest in, and devolve on the successor to the extent provided in an agreement between the transferor and the successor.
(2) Deeds, assignments, or similar instruments to evidence the transfer may be executed and delivered at any time in the name of the transferor:
(i) By its current officers; or
(ii) If the corporation no longer exists, by its last acting officers.
(c) (1) The successor is liable for all the debts and obligations of the transferor to the extent provided in an agreement between the transferor and the successor.
(2) A transfer of assets does not impair the rights of a creditor, including rights under the Commercial Law Article.
(d) A transfer of assets by a corporation occurring before October 1, 2018, is not invalid solely because of a failure to file articles of transfer with the Department.
(b) (1) The assets of the transferor, including any legacies which it would have been capable of taking, transfer to, vest in, and devolve on the successor to the extent provided in an agreement between the transferor and the successor.
(2) Deeds, assignments, or similar instruments to evidence the transfer may be executed and delivered at any time in the name of the transferor:
(i) By its current officers; or
(ii) If the corporation no longer exists, by its last acting officers.
(c) (1) The successor is liable for all the debts and obligations of the transferor to the extent provided in an agreement between the transferor and the successor.
(2) A transfer of assets does not impair the rights of a creditor, including rights under the Commercial Law Article.
(d) A transfer of assets by a corporation occurring before October 1, 2018, is not invalid solely because of a failure to file articles of transfer with the Department.
Status: in_force · Read it on the official government site
Dealing with a business matter in Maryland?
See all Maryland Business lawyers
About this page: Statute text is reproduced from official government publishers via the
Open US Law dataset
(Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine
(Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.