# Corporations and Associations (GCA) ## Title 12. Statutory Trusts ### Subtitle 8. Forfeiture #### Section 12-801 (a) (1) Except with respect to a tax collectible locally, the State Comptroller shall certify to the Department, as soon as practicable after October 1 of each year, a list of every Maryland statutory trust that has not paid a tax that was due before October 1 of the year. (2) When the Comptroller certifies the list to the Department, the Comptroller shall mail to each listed statutory trust, at the statutory trust's address as it appears on the Comptroller's records, a notice that the statutory trust's right to do business in the State and the right to the use of its name will be forfeited unless the statutory trust pays all taxes, interest, and penalties due. (3) The failure of a statutory trust to receive the notice mailed in accordance with paragraph (2) of this subsection does not affect the forfeiture of the statutory trust's right to do business in the State or to use its name. (b) (1) As soon as practicable after October 1 of each year, the Secretary of Labor shall certify to the Department a list of every Maryland statutory trust that has not paid an unemployment insurance contribution or made a reimbursement payment that was due before October 1 of the year. (2) When the Secretary certifies the list to the Department, the Secretary shall mail to each listed statutory trust, at the statutory trust's address as it appears on the Secretary's records, a notice that the statutory trust's right to do business in the State and the right to the use of its name will be forfeited unless the statutory trust pays all contributions, reimbursement payments, interest, and penalties due. (3) The failure of a statutory trust to receive the notice mailed in accordance with paragraph (2) of this subsection does not affect the forfeiture of the statutory trust's right to do business in the State or to use its name. (c) As soon as practicable after October 1 of each year, the Department shall certify a list of every Maryland statutory trust that has not filed an annual report with the Department for the prior year as required by law or has not paid a tax that was due before October 1 of the year. (d) After the lists are certified, the Department shall issue a proclamation declaring, for each statutory trust included on a list, that, subject to Sec. 12-810 of this subtitle, the right to do business in the State and to use the name of the statutory trust is forfeited as of the date of the proclamation, without proceedings of any kind at law or at equity. #### Section 12-802 (a) (1) Within 10 days after the issuance of a proclamation under Sec. 12-801(d) of this subtitle, the Department shall mail notice of the proclamation to each statutory trust named in the proclamation. (2) The notice shall be addressed to the statutory trust at the statutory trust's mailing address on file with the Department or, if none, at any other address for the statutory trust appearing on the records of the Department. (b) A statutory trust that pays all taxes, unemployment insurance contributions, reimbursement payments, interest, and penalties due within 60 days after the issuance of the proclamation shall have its right to do business in the State and to use its name reinstated in accordance with Sec. 12-805 of this subtitle retroactive to the date of forfeiture. #### Section 12-803 (a) If the Department is satisfied that a statutory trust named in a proclamation issued under Sec. 12-801(d) of this subtitle has not failed to pay the taxes, unemployment insurance contributions, or reimbursement payments, or to file the report within the period specified in Sec. 12-801 of this subtitle, or that the statutory trust has been mistakenly reported to the Department by the State Comptroller or the Secretary of Labor, the Department may file in its records a proclamation correcting the mistake. (b) The effect of a proclamation correcting a mistake under subsection (a) of this section is to restore the right of the statutory trust to do business in the State and to use the name of the statutory trust as if the right had at all times remained in full force and effect. #### Section 12-804 This subtitle does not repeal, supersede, or in any manner affect any remedy or provision of law: (1) For the collection of taxes, unemployment insurance contributions, or reimbursement payments and any interest and penalties due; or (2) To compel the filing of annual reports. #### Section 12-805 If the authority of a statutory trust to do business in the State and to use its name has been forfeited for nonpayment of taxes, unemployment insurance contributions, or reimbursement payments, or for failure to file an annual report, the statutory trust may apply for reinstatement by filing a certificate of reinstatement with the Department in accordance with Sec. 12-806 of this subtitle. #### Section 12-806 A certificate of reinstatement shall include: (1) The name of the statutory trust at the time its right to do business in the State was forfeited; (2) The name that the statutory trust will use after reinstatement, which shall comply with the provisions of this article with respect to statutory trust names; (3) The address of the principal office of the statutory trust in the State if different from its principal office in the State at the time the right to do business in the State was forfeited; and (4) The name and address of the resident agent of the statutory trust. #### Section 12-807 The Department may not accept a certificate of reinstatement for record unless: (1) All annual reports required to be filed by the statutory trust, or which would have been required if the right to do business in the State had not been forfeited, are filed; and (2) Unemployment insurance contributions or reimbursement payments, all State and local taxes, except taxes on real estate, and all interest and penalties due by the statutory trust, or which would have become due if the right to do business had not been forfeited, are paid, whether or not barred by limitations. #### Section 12-808 Except in a proceeding by the State or any of its political subdivisions, the acceptance of a certificate of reinstatement for record by the Department is conclusive evidence of: (1) The payment of all fees, taxes, unemployment insurance contributions, and reimbursement payments required to be paid; (2) The filing of all reports required to be filed; and (3) The reinstatement of the right of the statutory trust to do business in the State. #### Section 12-809 (a) Any person that transacts business in the name of, or for the account of, a statutory trust knowing that the statutory trust's right to do business in the State has been forfeited and has not been reinstated at the time the business was transacted is guilty of a misdemeanor and on conviction is subject to a fine of not more than $500. (b) A prosecution for a violation of subsection (a) of this section, concerning acts alleged to have occurred while the right of a statutory trust to do business in the State was forfeited, may not be instituted after the date that a certificate of reinstatement of the statutory trust is filed. #### Section 12-810 The forfeiture of the right to do business in the State and the right to the use of the name of the statutory trust under this title does not: (1) Impair the validity of a contract entered into by the statutory trust or any act of the statutory trust before or after the forfeiture; or (2) Prevent the statutory trust from defending any action, suit, or proceeding in a court of the State. --- Md. Code Ann., Corps. & Ass'ns (as displayed at mgaleg.maryland.gov, October 16, 2026)