EXPLANATION: CAPITALS INDICATE MAT TER ADDED TO EXISTIN G LAW.
[Brackets] indicate matter deleted from existing law.
*sb0429*
SENATE BILL 429
C1 4lr0885
CF HB 391
By: Senator Bailey
Introduced and read first time: January 19, 2024
Assigned to: Judicial Proceedings
A BILL ENTITLED
AN ACT concerning 1
Corporations and Associations – Protestant Episcopal Church, Diocese of 2
Washington 3
FOR the purpose of repealing uncodified provisions of law relating to the Protestant 4
Episcopal Church, Diocese of Washington, commonly known as the “Vestry Act”; 5
providing for the governance of religious corporations in union with the Protestant 6
Episcopal Church, Diocese of Washington; and generally relating to the Protestant 7
Episcopal Church, Diocese of Washington. 8
BY repealing and reenacting, without amendments, 9
Article – Corporations and Associations 10
Section 5–301(a) 11
Annotated Code of Maryland 12
(2014 Replacement Volume and 2023 Supplement) 13
BY repealing and reenacting, with amendments, 14
Article – Corporations and Associations 15
Section 5–301(e) 16
Annotated Code of Maryland 17
(2014 Replacement Volume and 2023 Supplement) 18
BY adding to 19
Article – Corporations and Associations 20
Section 5–341 and 5–342 to be under the new part “Part VII. Protestant Episcopal 21
Church, Diocese of Washington” 22
Annotated Code of Maryland 23
(2014 Replacement Volume and 2023 Supplement) 24
BY repealing 25
Chapter 96 of the Acts of the General Assembly of 1976 26
2 SENATE BILL 429
SECTION 1. BE IT ENACTED BY THE GENERAL ASSEMBLY OF MARYLAND, 1
That the Laws of Maryland read as follows: 2
Article – Corporations and Associations 3
5–301. 4
(a) In this part the following words have the meanings indicated. 5
(e) “Trustees” means: 6
(1) As to a religious corporation subject to Part II of this subtitle, the 7
corporators appointed or elected as provided in that part; and 8
(2) As to a religious corporation subject to Part V [or], Part VI, OR PART 9
VII of this subtitle, the members of the vestry. 10
5–339. RESERVED. 11
5–340. RESERVED. 12
PART VII. PROTESTANT EPISCOPAL CHURCH, DIOCESE OF WASHINGTON. 13
5–341. 14
(A) THIS PART APPLIES TO EVERY RELIGIOUS CORP ORATION FORMED IN 15
THIS STATE BY A PARISH OR SEPARATE CONGREGATIO N THAT IS IN UNION W ITH OR 16
INTENDING TO APPLY F OR UNION WITH THE CO NVENTION OF THE PROTESTANT 17
EPISCOPAL CHURCH IN THE DIOCESE OF WASHINGTON, AS CREATED BY THE ACT 18
OF CONGRESS APPROVED MARCH 16, 1896 (29 STAT. 58). 19
(B) (1) EXCEPT AS PROVIDED IN PARAGRAPH (2) OF THIS SUBSECTION 20
OR OTHERWISE IN THIS PART: 21
(I) PART I OF THIS SUBTITLE APP LIES TO AND REGULATE S THE 22
CORPORATE AND TEMPOR AL AFFAIRS OF EV ERY RELIGIOUS CORPOR ATION 23
DESCRIBED IN SUBSECT ION (A) OF THIS SECTION , INCLUDING THOSE 24
INCORPORATED UNDER CHAPTER 24 OF THE ACTS OF THE GENERAL ASSEMBLY OF 25
1798, UNDER CHAPTER 96 OF THE ACTS OF THE GENERAL ASSEMBLY OF 1976, OR 26
BY SPECIAL ACT OF THE GENERAL ASSEMBLY; AND 27
(II) TO THE EXTENT NOT PRO HIBITED BY THE CONSTITUTION 28
OF THE UNITED STATES OR OF THIS STATE, THE CHARTER OF EACH OF THEM IS 29
DEEMED TO BE AMENDED TO CONFORM TO THIS S UBTITLE UNTIL THE CH ARTER 30
OTHERWISE IS AMENDED BY THE PARISH OR SEP ARATE CONGREGATION AS 31 SENATE BILL 429 3
PROVIDED IN PART I OF THIS SUBTITLE. 1
(2) AS TO ANY PARISH OR S EPARATE CONGREGATION THAT WAS 2
INCORPORATED BEFORE THE EFFECTIVE DATE O F THE MARYLAND CONSTITUTION 3
OF 1851 AND THEREFORE HAS AN IRREPEALABLE CHARTER , UNLESS THAT PARISH 4
OR SEPARATE CONGREGATION A CCEPTS, USES, ENJOYS, OR IN ANY WAY AVAILS 5
ITSELF OF ANY RIGHT , PRIVILEGE, OR ADVANTAGE GRANTED OR CONFERRED BY 6
ANY STATUTE ENACTED AFTER NOVEMBER 3, 1891: 7
(I) PART I OF THIS SUBTITLE DOE S NOT APPLY TO THE P ARISH 8
OR SEPARATE CONGREGATION ; AND 9
(II) THE PARISH OR SEPARAT E CONGREGATION CONTI NUES TO 10
BE GOVERNED BY THE S TATUTE UNDER WHICH I T WAS INCORPORATED . 11
5–342. 12
(A) (1) EACH RELIGIOUS CORPOR ATION SUBJECT TO THI S PART SHALL 13
ADOPT BYLAWS TO GOVE RN ITS CORPORATE AND TEMPORA L AFFAIRS. 14
(2) BYLAWS MAY BE ADOPTED BY A MAJORITY OF THE QUALIFIED 15
VOTERS VOTING AT A R EGULAR OR SPECIAL CO NGREGATIONAL MEETING CALLED 16
FOR THAT PURPOSE . 17
(B) EACH RELIGIOUS CORPOR ATION SUBJECT TO THI S PART IS SUBJECT AT 18
ALL TIMES TO THE CON STITUTION A ND CANONS OF THE CON VENTION OF THE 19
PROTESTANT EPISCOPAL CHURCH IN THE DIOCESE OF WASHINGTON AND OF THE 20
PROTESTANT EPISCOPAL CHURCH IN THE UNITED STATES OF AMERICA. 21
SECTION 2. AND BE IT FURTHER ENACTED, That Chapter 96 of the Acts of the 22
General Assembly of 1976 be repealed. 23
SECTION 3. AND BE IT FURTHER ENACTED, That since the vestries previously 24
incorporated under the provisions of the original Vestry Act have not been required to file 25
and record a certificate of incorporation, and the vestries of any separate congregation, after 26
union with the convention of the Protestant Episcopal Church in the Diocese of 27
Washington, have not been required to file and record a supplemental certificate signifying 28
that union, the State Department of Assessments and Taxat ion, or its successor 29
administrative body, may file and record a certificate, similar in every respect to the 30
certificate required by § 5–304(b) of the Corporations and Associations Article, on the 31
request of: 32
(1) any parish or separate congregation offering its own certificate for 33
record; or 34
4 SENATE BILL 429
(2) the convention of the Protestant Episcopal Church in the Diocese of 1
Washington on behalf of any parish or separate congregation that neglects or declines for 2
any reason to offer its own certificate for record, in which event the certificate may be made 3
and signed by the secretary of the convention instead of the vestry of the parish or separate 4
congregation. 5
SECTION 4. AND BE IT FURTHER ENACTED, That the legal existence of the 6
following parishes and separate congregations in union with the Convention of the 7
Protestant Episcopal Church in the Diocese of Washington as bodies corporate is recognized 8
and acknowledged for all purposes: 9
(1) in Mongomery County, Maryland: The Vestry of Ascension Parish, The 10
Vestry of Chevy Chase Parish, The Vestry of Christ Church Parish, The Vestry of Church 11
of Our Saviour, The Vestry of Good Shepherd Parish, The Vestry of Norwood Parish, The 12
Vestry of Potomac Parish, The Vestry of Prince George’s Parish, The Vestry of Redeemer 13
Parish, The Vestry of Silver Spring Parish, The Vestry of Sligo Parish, The Vestry of St. 14
Anne’s Parish, The Vestry of St. Bartholomew’s Parish, The Vestry of St. Dunstan’s Parish, 15
The Vestry of St. James’ Parish, The Vestry of St. John’s Church, The Vestry of St. Luke’s 16
Church, The Vestry of St. Mark’s Parish, The Vestry of St. Nicholas’ Parish, The Vestry of 17
St. Peter’s Parish, The Vestry of Transfiguration Parish, The Vestry of Trinity Parish, and 18
The Vestry of Wheaton Parish; 19
(2) in Prince George’s County, Maryland: The Vestry of Adelphi Parish, 20
The Vestry of Baden Parish, The Vestry of Clinton Parish, The Vestry of Epiphany Parish, 21
The Vestry of Glenn Dale Parish, The Vestry of Holy Trinity Parish, The Vestry of King 22
George’s Parish, The Vestry of Queen Anne Parish, The Vestry of St. Andrew’s Parish, The 23
Vestry of St. Barnabas’ Parish, The Vestry of St. Christopher’s Parish, The Vestry of St. 24
John’s Parish, The Vestry of St. Matthew’s Parish, The Vestry of St. Paul’s Parish, The 25
Vestry of St. Philip’s Parish, The Vestry of St. Thomas’ Parish, and The Vestry of Zion 26
Parish; 27
(3) in Charles County, Maryland: The Vestry of Durham Parish, The 28
Vestry of Piney Parish, The Vestry of Port Tobacco Parish, The Vestry of St. James’ Parish, 29
The Vestry of Trinity Parish, and The Vestry of William and Mary Parish; and 30
(4) in St. Mary’s County, Maryland: The Vestry of All Faith Parish, The 31
Vestry of All Saints’ Parish, The Vestry of King and Queen Parish, The Vestry of 32
Resurrection Parish, The Vestry of St. Andrew’s Parish, and The Vestry of St. Mary’s 33
Parish. 34
SECTION 5. AND BE IT FURTHER ENACTED, That the bodies corporate named 35
in Section 4 of this Act shall be deemed properly incorporated and all persons, entities, and 36
instrumentalities, including the courts of this State and units of State government, shall 37
be estopped from denying the legal existence of those bodies corporate. 38
SECTION 6. AND BE IT FURTHER ENACTED, That this Act does not prohibit the 39
future dissolution or merger of the bodies corporate named in Section 4 of this Act pursuant 40 SENATE BILL 429 5
to the constitution and canons of the Convention of the Protestant Episcopal Church in the 1
Diocese of Washington and the applicable provisions of the laws of this State. 2
SECTION 7. AND BE IT FURTHER ENACTED, That this Ac t shall take effect July 3
1, 2024. 4