Section 12-204 - Certificate of trust - In general. - Maryland Statutes

§ 12-204. Certificate of trust - In general.
 

(a)  Requirements.-  

(1) A certificate of trust filed by a statutory trust with the Department shall set forth: 

(i) The name of the statutory trust; 

(ii) The name and the business address of the resident agent; 

(iii) The address of the principal office of the statutory trust in the State; 

(iv) Any notice provided in accordance with § 12-501(d) of this title; and 

(v) Any other matters the trustees determine to include in the certificate of trust. 

(2) A statutory trust is formed at the effective time of the filing of the initial certificate of trust with the Department as provided in subsection (e) of this section. 

(3) A certificate of trust shall be signed by all of the trustees. 

(b)  Amendments.-  

(1) (i) Except as provided in the governing instrument or the certificate of trust of a statutory trust, a certificate of trust may be amended by filing a certificate of amendment to the certificate of trust with the Department. 

(ii) The certificate of amendment shall set forth: 

1. The name of the statutory trust; and 

2. The amendment to the certificate of trust. 

(2) A certificate of trust may be amended at any time for any purpose as the trustees may determine. 

(c)  Restatement.-  

(1) Except as provided in the governing instrument or certificate of trust of a statutory trust, a certificate of trust may be: 

(i) Restated by integrating into a single instrument all the provisions of the certificate of trust that are then in effect as a result of there having been filed one or more certificates of amendment in accordance with subsection (b) of this section; and 

(ii) Amended or further amended by the filing of a restated certificate of trust. 

(2) The restated certificate of trust shall be specifically designated as a restated certificate of trust in its heading and shall set forth: 

(i) The present name of the statutory trust; 

(ii) The date of filing of the original certificate of trust with the Department; 

(iii) The information required to be included in accordance with subsection (a) of this section; and 

(iv) Any other information the trustees determine to include in the restated certificate of trust. 

(3) Except as provided in the governing instrument or certificate of trust of a statutory trust, a certificate of trust may be restated at any time for any purpose as the trustees may determine. 

(d)  Cancellations.-  

(1) A certificate of trust shall be canceled on the completion of winding up of the statutory trust and its termination. 

(2) A certificate of cancellation shall be filed with the Department and set forth: 

(i) The name of the statutory trust; 

(ii) The date of filing of its initial certificate of trust; and 

(iii) Any other information the trustees determine to include in the certificate of cancellation. 

(e)  Effective date.-  

(1) Articles of merger or consolidation, a certificate of trust, a restated certificate of trust, a certificate of amendment, or a certificate of cancellation shall be effective: 

(i) When accepted for record by the Department; or 

(ii) At any later time specified in the articles or certificate. 

(2) If any articles or certificate filed in accordance with this section provides for a future effective time and if the transaction is terminated or amended to change the future effective time prior to the future effective time, the articles or certificate shall be terminated or amended by the filing, prior to the future effective time set forth in the original articles or certificate, of a certificate of termination or amendment of the original articles or certificate that: 

(i) Is executed and filed in accordance with this title; 

(ii) Identifies the original articles or certificate which has been terminated or amended; and 

(iii) States that the original articles or certificate has been terminated or amended. 

(f)  Execution of articles or certificate.- The execution of articles or a certificate by a person in the manner provided in § 12-205 of this subtitle constitutes an affirmation under the penalties for perjury that, to the best of the person's knowledge and belief, the facts stated in the articles or certificate are true. 
 

[1999, ch. 452; 2003, ch. 21, § 1; 2010, ch. 611, § 1.]