Does a Maryland town have to follow the full charter-amendment process just to fix a typo or punctuation in its charter?

Plain-English summary

Maryland's Department of Legislative Reference, which helps draft and maintain municipal charters, asked the Attorney General in 1989 whether a town's legislative body could skip the formal charter-amendment process when the change it wanted to make was purely nonsubstantive, correcting a typo, fixing grammar, or moving a comma, rather than changing what the charter actually meant. The Attorney General concluded it could not. Article XI-E, §4 of the Maryland Constitution and its implementing statute, Article 23A, §§11 through 18, set out a mandatory procedure for amending a municipal charter (notice, publication, and a 50-day waiting period during which voters can petition the change to referendum), and Maryland courts had long held that constitutional amendment procedures are exclusive and must be followed even for seemingly trivial changes, because a supposedly "nonsubstantive" edit like an added or deleted comma can end up changing legal meaning. If the process felt too burdensome for minor fixes, the opinion noted, the fix was for the General Assembly to change the procedure itself, not for individual towns to skip it.

Currency note

This opinion was issued in 1989. Subsequent statutory amendments, court decisions, or later AG opinions may have changed the analysis. Treat this page as historical context, not current legal advice. Verify current law before relying on any specific rule, deadline, or remedy mentioned here.

Common questions

In 1989, could a Maryland town fix a typo in its charter without going through the full amendment process?
No. The opinion concluded that Article XI-E, §4 of the Maryland Constitution and Article 23A, §§11 through 18 of the Maryland Code required the full charter-amendment procedure for any charter change, even a purely nonsubstantive correction of spelling or grammar.

Why does a comma matter enough to require a formal process?
The opinion pointed to its own prior opinions describing real disputes over whether a single comma had been added or deleted from a charter provision, changing its legal meaning. Requiring the full amendment procedure, including public notice, ensures that a change billed as "nonsubstantive" gets deliberate scrutiny to confirm it truly doesn't change anything.

What did the charter-amendment procedure actually require?
Under Article 23A, §13(d) and (e), a resolution-based amendment required the chief executive officer to post the resolution and publish a fair summary. Under §13(f), the amendment then took effect 50 days after passage unless voters petitioned it to referendum.

Could the process ever be simplified for minor fixes?
The opinion suggested that if the procedure was seen as too burdensome for nonsubstantive changes, the appropriate fix was for the General Assembly to amend Article XI-E and Article 23A themselves, not for a municipality to bypass the existing procedure on its own.

Background and statutory framework

Municipal home rule in Maryland is established by Article XI-E of the state Constitution. Article XI-E, §3 lets municipal corporations amend, repeal, or replace their own charters, while Article XI-E, §1 bars the General Assembly from passing local or special laws about a municipality's incorporation, organization, government, or affairs. Article XI-E, §4 requires charter amendments to be proposed either by resolution of the local legislative body or by a petition signed by 5 percent of registered voters, and directs the General Assembly to "amplify" that procedure by general law. The General Assembly did so in Article 23A, §§11 through 18, which the opinion described, following the Court of Appeals, as occupying "the entire field" of municipal charter amendment procedure and superseding any local rules on the subject.

The opinion grounded its nonsubstantive-changes conclusion in a long line of Maryland cases treating constitutional amendment procedures as mandatory rather than optional formalities, reasoning that when the General Assembly amends the Constitution (rather than passing an ordinary law), it exercises only the limited power the people delegated to it for that specific purpose, not its general legislative power. Applying that same logic to municipal charters, which the opinion analogized to "a local constitution," it concluded the formal amendment procedure could not be waived just because the drafter believed the change was purely cosmetic, since the whole point of the notice-and-referendum process is to let the public catch cases where an intended "nonsubstantive" fix turns out to matter.

Citations and references

Statutes:

• Article XI-E, §§1, 3, and 4 of the Maryland Constitution, establishing municipal home rule and the charter-amendment procedure
• Article 23A, §§11 through 18, the General Assembly's implementing statute for charter amendments
• Article 23A, §13(d) and (e), the notice and publication requirements for a resolution-based amendment
• Article 23A, §13(f), the 50-day effective-date and referendum-petition window

Cases:

• Town of Glenarden v. Bromery, 257 Md. 19, 262 A.2d 60 (1970), and Graham v. Joyce, 151 Md. 298, 134 A. 332 (1926), on the exclusivity of the constitutionally prescribed charter-amendment mode
• Mayor of Hagerstown v. Lyon, 236 Md. 222, 203 A.2d 260 (1964), and Hitchins v. City of Cumberland, 208 Md. 134, 117 A.2d 854 (1955), holding Article 23A's charter-amendment procedure occupies the field and supersedes local rules
• Andrews v. Governor of Maryland, 294 Md. 285, 449 A.2d 1144 (1982), and Hillman v. Stockett, 183 Md. 641, 39 A.2d 803 (1944), on constitutional amendment procedures being mandatory even for nonsubstantive changes
• Bourbon v. Governor, 258 Md. 252, 257, 265 A.2d 477 (1970), and Board of Supervisors v. Attorney General, 246 Md. 417, 229 A.2d 388 (1967), on the General Assembly's limited, delegated power when amending the Constitution
• Dowling v. Smith, 9 Md. 242, 268 (1856), the 19th-century case warning that unchecked legislative amendment power would leave "no Constitution" at all
• Mugford v. City of Baltimore, 185 Md. 266, 271, 44 A.2d 745 (1945), and Board of Election Laws v. Talbot County, 316 Md. 332, 341, 558 A.2d 724 (1989), on treating a municipal or county charter as analogous to a local constitution

Source

• Landing page: https://oag.maryland.gov/resources-info/Pages/attorney-general%E2%80%99s-opinions.aspx
• Original PDF: https://oag.maryland.gov/resources-info/Documents/pdfs/Opinions/1989/Volume74_1989.pdf (this opinion appears at printed pages 183-186 of the bound annual volume; Maryland's site does not publish a standalone PDF of this opinion)

Original opinion text

Best-effort transcription from a scanned PDF. Minor errors may remain, the linked PDF is authoritative.

Local Government - Municipal Corporations - Charter Amendment -
Statutory Procedures For Amendment Must Be Followed Even If
Change Is Nonsubstantive

                       August 10, 1989

Mr. F. Carvel Payne, Director
Department of Legislative Reference

You have requested our opinion concerning procedures for

amending the charters of municipal corporations. Specifically, you
have asked whether the legislative body of a municipal corporation may
make nonsubstantive changes in its charter without complying with the
procedure prescribed by Article XI-E, §4 of Maryland Constitution,
and Article 23A, §§11 through 18 of the Maryland Code.

For the reasons that follow, it is our view that the procedures in

the Constitution and in Article 23A are mandatory, even if the changes
are nonsubstantive.

                                I

                Charter Amendment Procedure

 Municipal home rule is established by Article XI-E of the

Maryland Constitution. Under Article XI-E, §3, municipal
corporations may amend or repeal an existing charter or adopt a new
one. Conversely, the General Assembly is prohibited from passing any
local or special law "relating to the incorporation, organization,
government, or affairs of [a] municipal corporation ...." Article XI-E,
§1. Article XI-E, §4 requires that charter amendments be proposed by
a resolution of the legislative body or by a petition signed by 5 percent
of the registered voters and provides that the General Assembly shall,
by general law, "amplify" the provisions as to amendment.

 In response to the requirement of §4, the General Assembly has

enacted Article 23A, §§11 through 18 of the Maryland Code, which set
out the procedures for adoption, amendment, and repeal of municipal
charters. Article 23A, §11 provides that: "Every municipal
corporation in this State shall proceed as in this subheading provided
in exercising and applying the powers for the amendment of municipal
charters which are granted thereto by Article XI-E of the Constitution
of Maryland." If an amendment is proposed by resolution of the
legislative body, the chief executive officer must give notice by posting
of the resolution and publication of a fair summary. Article 23A,
§13(d) and (e). An amendment takes effect 50 days after passage
unless it is petitioned to referendum. Article 23A, §13(f).

The general rule is that the mode prescribed in the Constitution for

amendment of a charter is exclusive. Town of Glenarden v. Bromery,
257 Md. 19, 262 A.2d 60 (1970); Graham v. Joyce, 151 Md. 298, 134
A. 332 (1926) (Article XI-A); 2 McQuillan, Municipal Corporations
§9.25 (3rd ed. 1988). Thus, the Court of Appeals has held that Article
23A, §§11 through 18 occupy the entire field and supersede any local
provisions on charter amendments. Mayor of Hagerstown v. Lyon, 236
Md. 222, 203 A.2d 260 (1964); Hitchins v. City of Cumberland, 208
Md. 134, 117 A.2d 854 (1955). It is our view that this rule is equally
applicable when the changes to be made are nonsubstantive.

It is well-settled that the provisions of the State Constitution

governing amendment, other than by convention, are mandatory, and
must be followed even if only nonsubstantive changes are involved.
See Andrews v. Governor of Maryland, 294 Md. 285, 449 A.2d 1144
(1982); Hillman v. Stockett, 183 Md. 641, 39 A.2d 803 (1944). This
is the rule because the General Assembly, acting to amend the
Constitution, "does not exercise its ordinary legislative power or any
sovereignty of the people that has been entrusted to it," but rather acts
under "a limited power which the people have conferred upon it ...."
Bourbon v. Governor, 258 Md. 252, 257, 265 A.2d 477 (1970). Thus,
when acting to amend the Constitution, the General Assembly does not
have the plenary powers it has in enacting laws, but only the powers
specifically delegated to it. 258 Md. at 258. See also Board of
Supervisors v. Attorney General, 246 Md. 417, 229 A.2d 388 (1967).
As the Court of Appeals wrote many years ago:

    [Were it otherwise] there would be, in fact, no
    Constitution. Its provisions would depend wholly
    upon the wisdom or caprice of the members at each
    recurring Assembly. To admit of such a power in
    the Legislature would be to ignore all our consecrated
    ideas of the protection furnished to our rights of
    person, liberty and property.

Dowling v. Smith, 9 Md. 242, 268 (1856).

 Although the analogy is imperfect, a municipal charter is in some

respects like a local constitution. See Mugford v. City of Baltimore,
185 Md. 266, 271, 44 A.2d 745 (1945). See generally 2 McQuillan,
Municipal Corporations §9.03 (3d ed. 1988). Cf. Board of Election
Laws v. Talbot County, 316 Md. 332, 341, 558 A.2d 724 (1989)
(home rule county charter). And, as with the Constitution, if the
legislative body wishes to amend its charter, it must follow the
prescribed procedures for doing so.

                              II

                         Conclusion

 In summary, it is our opinion that the legislative body of a

municipal corporation lacks the authority to make even nonsubstantive
changes in the charter except in conformity with Article XI-E, §4 of
the Constitution and Article 23A, §§11 through 18 of the Maryland
Code. While this procedure may seem burdensome when the intent is
not to change meaning but to correct grammar or spelling, the statutory
procedure ensures that such changes are given deliberate consideration
and careful scrutiny, so that seemingly nonsubstantive changes do not,
in fact, change the meaning. See 70 Opinions of the Attorney General
180, 199, n. 18 (1985) (comma deleted); 65 Opinions of the Attorney
General 285, 288-290 (1980) (comma added).

 If, indeed, the current procedures for charter amendment are

believed to be overly burdensome, the General Assembly is of course
free to modify them in accordance with Article XI-E of the
Constitution. Hitchins v. City of Cumberland, 208 Md. at 148.

                              J. Joseph Curran, Jr.
                              Attorney General

                              Kathryn M. Rowe
                              Assistant Attorney General

Jack Schwartz
Chief Counsel
Opinions & Advice