Title 12. Statutory Trusts — Subtitle 9. Foreign Statutory Trusts

Subject to the Maryland Constitution:

A foreign statutory trust may not do any kind of intrastate, interstate, or foreign business in this State which the laws of this State prohibit a domestic statutory trust from doing.

Before doing any interstate, intrastate, or foreign business in this State, a foreign statutory trust shall register with the Department.

To register, a foreign statutory trust shall submit to the Department an application for registration as a foreign statutory trust executed by an authorized person and setting forth:

A foreign statutory trust may cancel its registration by filing with the Department a certificate of cancellation executed by an authorized person.

The filing of a certificate of cancellation does not terminate the authority of the Department to accept service of process on the foreign statutory trust with respect to causes of action arising out of doing business in this State.

If a foreign statutory trust is doing or has done any intrastate, interstate, or foreign business in this State without complying with the requirements of this subtitle, the foreign statutory trust and any person claiming under it may not maintain suit in any court in this State, unless the statutory trust shows to the satisfaction of the court that:

The failure of a foreign statutory trust to register in this State does not:

A foreign statutory trust, by doing business in this State without registration, appoints the Department as its agent for service of process with respect to causes of action arising out of doing business in this State.

In addition to any other activities which may not constitute doing business in this State, for the purposes of this subtitle, the following activities of a foreign statutory trust do not constitute doing business in this State:

In addition to any other activities which may constitute doing business in this State, for the purposes of this subtitle, a foreign statutory trust that owns income producing real or tangible personal property in this State, other than property exempted by subsection (a) of this section, shall be considered to be doing business in this State.

Does not of itself render a foreign statutory trust subject to suit in this State; and

Is not considered as consent by it to be sued in this State.

If a foreign statutory trust that owns property rights, privileges, franchises, or other assets located in this State is a party to a merger in which a foreign business entity is the successor, the transfer to, vesting in, or devolution on the successor of the property rights, privileges, franchises, or other assets of the nonsurviving foreign statutory trust is effective as provided by the laws of the jurisdiction that governs the merger.

The successor described in subsection (a) of this section shall file with the Department a certificate executed by an authorized person that specifies:

If a copy of the document effecting the merger has not been filed with the Department as provided in § 12–205 of this title, the successor shall file with the Department an officially certified copy of that document.

The Department may forfeit the right of a foreign statutory trust to do business in the State if the foreign statutory trust fails to file with the Department any report or fails to pay any late filing penalty required by law:

Unless the Department excuses a reasonable delay for good cause shown, the forfeiture is effective 15 days after written notice of forfeiture from the Department without legal proceedings of any kind.

The demand for a delinquent report or late filing penalty and the notice of forfeiture shall be addressed to the foreign statutory trust:

On forfeiture of the right of a foreign statutory trust to do business in the State, the foreign statutory trust is subject to the same rules, legal provisions, and sanctions as if it had never registered to do business in the State.