Maryland Attorney General Opinion 100OAG029

Gen. 29] 29
ADMINISTRATIVE LAW
ALCOHOLIC BEVERAGES – BOARD OF LIQUOR LICENSE
COMMISSIONERS – SCOPE OF ADMINISTRATIVE AUTHORITY
April 15, 2015
Ms. Michelle Bailey-Hedgepeth
Executive Secretary
Board of Liquor License Commissioners for Baltimore City
On the recommendation of the Office of Legislative Audits,
Mr. Douglas Paige—the former acting Executive Secretary of the
Board of Liquor License Commissioners for Baltimore City
(“Board” or “BLLC”)—asked for our opinion on three questions
that bear on the Board’s activities and authority. As summarized
by us, those questions are:
1. Does Article 2B, § 10-503(d)(4),
which gives a person who has been granted
leave to transfer a liquor license 180 days to
“complete” the transfer, authorize the Board
to extend that period by an additional 180
days, and, if not, may the Board infer that
authority from other provisions in Article 2B?
2. May Board staff, without the prior
approval of the Board, impose penalties for
first-offense violations through informal
procedures?
3. Does the Open Meetings Act apply to
the hearings conducted by the Board and
require the Board to adopt written minutes of
those hearings?
In our opinion, the answer to the first two questions is “no.”
The Board does not have the authority to extend the 180-day
deadline for transferring a liquor license, and Board staff may not
exercise the Board’s power to impose sanctions. The answer to the
third question varies with the nature of the case before the Board.
Generally speaking, the Open Meetings Act applies to the Board’s
hearings and deliberations on whether to grant a license or permit,
and the Board must adopt written minutes of those meetings. The
Board’s hearings and deliberations in other matters are not subject
to the Act if the proceeding is one for which a person could seek
30 [100 Op. Att’y

review of the Board’s determination in circuit court, and if the
discussion is limited to such matters.
I
Introduction
The Board, a State agency, is authorized by various provisions
in Article 2B of the Maryland Code1 to license and regulate the sale
of alcoholic beverages in Baltimore City. See generally 91
Opinions of the Attorney General 174, 175 (2006) and 83 Opinions
of the Attorney General 3, 4-5 (1998) (giving brief histories of
Maryland’s alcoholic beverages laws). In this sphere, the Board
“has rule making, investigatory, and prosecutorial authority.”
Board of Liquor License Comm’rs v. Hollywood Prods., 344 Md.
2, 9 (1996) (citing Art. 2B, §§ 16-301(a) (conferring power to adopt
rules and regulations) and 10-403(a) (providing authority to revoke
or suspend licenses after notice and hearing)). Still, the Board must
exercise its authority within the confines of Article 2B. See
Sullivan v. Board of License Comm’rs, 293 Md. 113, 121 (1982)
(“Of course, rules and regulations adopted by an administrative
agency must be reasonable and consistent with the letter and spirit
of the statute under which the agency acts.”).
Article 2B declares that “the policy of the State” is to
“regulate and control” the distribution of alcoholic beverages in
order to “obtain respect and obedience to law” and “foster and
promote temperance.” § 1-101(a)(1), (b)(1). Among other things,
Article 2B limits the term of licenses to one year, see §§ 10-206,
10-301, regulates the conditions on which liquor boards may grant
or transfer licenses, see Title 9, provides the public with the
opportunity to participate in the local boards’ decisions to issue,
renew, transfer, or continue a license, see Title 10, and sets
penalties for violations of the article, see § 16-507.
Like most other units of State government, the Board is
subject to “fiscal/compliance” audits by the Office of Legislative
Audits (“OLA”) in the Department of Legislative Services. See
Md. Code Ann., State Gov’t (“SG”) § 2-1220(a)(2) (2014 Repl.
Vol.) (stating the OLA’s duties). The Board is also subject to a
“performance audit,” which must be conducted at least once every
three years “to evaluate the effectiveness and efficiency of the
management practices of the Board and of the economy with which
the Board uses resources.” SG § 2-1220(f)(1); 2011 Md. Laws, ch.
1
All citations are to the Annotated Code of Maryland, Article 2B
(2011 Repl. Vol. & 2014 Supp.) unless otherwise noted.
Gen. 29] 31

263. The OLA’s performance audits of the Board “focus on
operations relating to liquor inspections, licensing, disciplinary
procedures, and management oversight.” SG § 2-1220(f)(2).
The OLA began its first performance audit of the Board in
October 2011 and issued its Performance Audit Report (“OLA
Report”) in March 2013. OLA Report at 12. In the course of the
audit, OLA compiled a database of “licensee information,
inspection activity, and disciplinary actions” for alcoholic beverage
licensees during the license years covered by the audit. OLA
Report at 11-12. The Report included three findings—Nos. 6, 17,
and 20—that were accompanied by a recommendation that the
Board seek our opinion on the three questions summarized above.
II
May the Board Extend the Deadline Set by § 10-503(d)(4),
Which Requires a Successful Applicant for a Liquor License
Transfer to “Complete” the Transfer Within 180 Days?
(OLA Finding No. 6)
A. Background
1. The Moratorium on New Licenses
The Article 2B provisions on the transfer of liquor licenses
are best understood in the context of the moratorium on the
issuance of most new liquor licenses in Baltimore. Under a law
enacted in 1968, the Board, with few exceptions, may not issue new
licenses within the neighborhoods bounded by Guilford Avenue
and Howard, Center, and 25th Streets. 1968 Md. Laws, ch. 765
(adding former § 53B of Art. 2B (1969 Cum. Supp.)). A law
enacted in 2008 further restricted the Board’s ability to issue new
licenses in certain circumstances. 2008 Md. Laws, ch. 425
(amending §§ 9-204.1 and 9-204.3).2 The Board has also imposed
a moratorium by rule under its statutory authority to set “definite
standards” that limit the number of licenses available for any

2
For example, the Board may issue a new “BD-7 Beer, Wine and
Liquor” license for liquor sales in “tennis and/or racquet clubs,” but not
elsewhere. See Rules and Regulations for the Board of Liquor License
Commissioners for Baltimore City, Rule 2.08(a)(3)(i) (1998) (“Board
Rules”). Additional limitations, effective July 1, 2014, restrict the
transfer of existing licenses into certain areas. 2014 Md. Laws, ch. 347
(adding § 9-204.1(i)).
32 [100 Op. Att’y

neighborhood. See Art. 2B § 9-201(a)(1). Under that moratorium,
the Board will not issue most types of new licenses “so long as the
number of all licensed premises is more than one (1) for each
thousand . . . or major fraction thereof, of the residents of Baltimore
City.” Board Rule 2.08. Because, in 2013, there were almost two
licenses per thousand people in Baltimore,3 the Board will not issue
new licenses for most types of liquor sales.
The moratorium was adopted in 1968 as a means of reducing
the density of liquor outlets in Baltimore. See, e.g., City of
Baltimore Council Bill 08-0031R (Resolution) (2008) (giving the
history of the moratorium and noting studies finding that, “in and
near neighborhoods where there is a high density of places that sell
alcohol, there is a higher rate of violence”); Thornton, Greiner, and
Jennings, “Alcohol Outlet Control Policy and Public Health in
Baltimore,” at 6 (Jan. 2013).4 However, the moratorium does not
apply to the renewal or “transfer of ownership and/or location” of
licenses that had been issued before the rule was adopted. See
Board Rule 2.08. The effectiveness of the moratorium as an
attrition measure thus depends on the extent to which a license that
is associated with a closed business may be transferred.
Liquor licenses in Maryland are hybrid in character, in that
they are property for some purposes and not for others. Section 10-
501(a) provides generally that “licenses issued under the provisions
of this article shall not be regarded as property or as conferring any
property rights.” The Court of Appeals has construed this provision
narrowly to apply only to the characterization of licenses as against
the State. See Dodds v. Shamer, 339 Md. 540, 545 (1995)
(explaining that the purpose of the provision was “to establish that
the State’s plenary power to control the sale of liquor predominates
over any ‘right’ in the liquor license that a licensee might seek to
assert against the State or the State authorized liquor licensing
authority”). Thus, as against the State, the holder of a liquor license

3
Comptroller of Maryland, “Alcohol & Tobacco Tax Annual
Report, Fiscal Year 2013,” at 30, available at http://
finances.marylandtaxes.com/static_files/revenue/alcoholtobacco/annual/
AnnualReportFY2013.pdf (showing a ratio of 1 license per 514 people).
4
The use of a moratorium as a means of reducing the concentration
of liquor licenses in a particular area is not uncommon. See, e.g.,
Marusic Liquors v. Daley, 55 F.3d 258, 261 (7th Cir. 1995)
(“Moratorium ordinances eventually reduce the number of liquor outlets
in a neighborhood; [the applicant] acknowledges that this is a
permissible governmental objective, which in light of the twenty-first
amendment no one could doubt.”).
Gen. 29] 33

has neither an entitlement to, nor a property right in, a license; after
all, there is no inherent right to sell alcoholic beverages in
Maryland, and the General Assembly may alter the conditions on
which the liquor boards may issue or renew these one-year licenses.
See id. at 546 (“[S]elling liquor pursuant to a license in Maryland
is a privilege, not a constitutional right, and . . . this privilege is
terminable at will.”).
As against non-State entities, however, what might seem to
be an ephemeral grant of permission becomes a marketable
commodity with real value. See, e.g., Rosedale Plaza Ltd. P’shp v.
Lefta, Inc., 140 Md. App. 243, 251 (2001) (noting that “[o]ften a
liquor license is a very valuable asset of a restaurant or bar
business”); see also 76 Opinions of the Attorney General 31, 33
(1991) (observing that “a [liquor] license unquestionably has
commercial value”). Moreover, in Baltimore, that commodity is
made scarce by the moratorium on most new licenses and the finite
quantity of existing licenses available for transfer. So, while the
purpose of the moratorium is to reduce by attrition the number of
liquor establishments in the City, and the purpose of Article 2B is
to “promote temperance,” the moratorium has created a financial
incentive for most license-holders in Baltimore to keep their
licenses alive and preserve the ability to transfer them.
Consequently, certain licenses in Baltimore are brokered as assets
of considerable value whether or not the premises for which they
were issued are still in operation.5
2. Restrictions on the Continuing Validity of Liquor
Licenses
The General Assembly has enacted three measures that are
designed to restrict the ability of a licensee to hold a license merely
as an investment, disassociated with any ongoing operation of a
liquor outlet. First, licensees must apply every year to renew their
licenses and, in Baltimore City, they must pay a renewal
application fee. §§ 10-206(a), 10-301(a), (j)(2). The Board did not
seek our opinion on the way in which it applies this provision.6

5
See Lynn Anderson, “Subpoena demands liquor board data,”
Baltimore Sun (Aug. 23, 2005) (describing how “a newly reconstituted
liquor board has focused its attention on liquor license brokers who hold
on to inactive licenses for years in hopes of selling them for a profit”).
6
In Baltimore, the renewal deadline has been applied flexibly. See
Yim, LLC v. Tuzeer, 211 Md. App. 1, 28 (2013) (noting the Board’s
34 [100 Op. Att’y

Second, § 10-504(d) provides that a license will expire when the
licensed business has not operated for the sale of alcoholic
beverages for a period of 180 days, unless the Board has granted a
hardship extension (which may not cause the disuse to exceed 360
days) or the licensee has applied to the Board for leave to transfer
the license to another person. This provision is commonly referred
to in Baltimore as “the 180-day Rule.” Finally, § 10-503 sets a
different 180-day time limit on completing a license transfer that
has been approved by the Board. § 10-503(d)(4). We will refer to
this provision as the “transfer deadline.”
The OLA questioned the BLLC’s implementation of the 180-
day Rule and the transfer deadline. With respect to the 180-day
Rule, the OLA found that the BLLC “did not monitor closed
establishments to determine whether the alcoholic beverages
licenses had expired in accordance with State law” and
recommended that “the Board discontinue granting hardship
extensions beyond that permitted by law.” OLA Report at 53-54
(Finding 19; Recommendation 19). The Board did not ask for our
opinion on this issue. The Board did, however, ask for our opinion
as to the OLA’s finding with respect to the transfer deadline,
namely, that “BLLC did not always ensure that license transfers
were completed within 180 days of receiving Board approval.”
OLA Report at 25 (Finding 6).
§ 10-503 – The Transfer Deadline
Section 10-503 of Article 2B contains some transfer
provisions that are facially applicable statewide and some that
apply only in certain jurisdictions. Section 10-503(a), which
applies statewide, provides that a license holder may “transfer the
holder’s place of business to some other location or sell or assign
the license and transfer the holder’s stock in trade to another
person” provided that, among other things, the new location or
assignee “is approved by the board as in the case of an original
application for such a license under [Art. 2B,] § 10-202.” § 10-
503(a)(2)(iv). By operation of this provision, an applicant for a
transfer must “meet the same requirements as an applicant for a

“longstanding practice of accepting late applications” for renewal); see
also Art. 2B § 10-206(a) (providing that licenses expire on the April 30th
after their issuance or renewal, “unless otherwise provided”). In the past,
the Board has indicated that it applies the deadline in such a way as to
preserve the value of licenses used as collateral by landlords, banks, and
other interested parties “who may not know that a licensee has not
renewed the license.” See H.B. 1363, 2012 Leg., Reg. Sess., Fiscal and
Policy Note at 2.
Gen. 29] 35

new license,” including the requirement that the transfer is
“necessary for the accommodation of the public.” Baltimore
County Licensed Bev. Ass’n v. Kwon, 135 Md. App. 178, 187-88
(2000).
Section 10-503(d) applies only in Baltimore City and imposes
additional conditions on license transfers. Only one of these ad-
ditional conditions—the so-called “transfer deadline”—concerns
us here: “A transfer of any license shall be completed not more
than 180 days after the Board approves the transfer.” § 10-
503(d)(4). The OLA found that four of the ten license transfers that
it reviewed had not been completed within 180 days of Board
approval, with completion times ranging from 246 to 706 days.
OLA Report at 25. The OLA thus questioned whether the Board
had been complying with this part of the statute.
In its response to the OLA, the Board stated that, “[i]n the case
of new construction, it is frequently impossible to complete the
process for a new license or transfer within 180 days.” 7 OLA
Report, Appx., Board Response to Finding 6. Accordingly, the
Board’s practice, as recounted by the OLA, is to give applicants
“up to an additional 360 days to complete the transfer, after which
the license would become inactive.” OLA Report at 25. The OLA
indicated, however, that “this policy was not formalized” and “was
not always followed.”8 Id. To the extent that the policy was
followed, it appears that the Board’s practice is to extend the
transfer deadline for 180 days in the same manner that it does for
hardship extensions under § 10-504(d) (i.e., the so-called 180-day
rule). The Auditor’s question therefore goes not only to whether
§ 10-503 authorizes extensions of the transfer deadline, but also to
whether § 10-504(d) authorizes hardship extensions for transfers.

7
Even where a license is being transferred to an existing business,
there are many other steps that the transferee must take before the
transfer is deemed complete. Among other regulatory requirements, the
transferee must pay all retail sales, amusement, admission, and
withholding taxes and obtain a bulk transfer permit. See § 10-503(a)(2).
8
The Board also stated that it had “previously sought advice from
our legal advisor in the Attorney General’s Office.” OLA Report, Appx.,
Board Response to Finding 6. The Board’s response did not identify the
advice to which it referred, however, and this Office has since advised
that the transfer deadline is mandatory and lacks an exception for
hardship. Letter from Kathryn Rowe, Assistant Attorney General, to
Del. Brian K. McHale (June 18, 2013).
36 [100 Op. Att’y

B. Discussion
1. Whether § 10-503 Authorizes the Board to Grant
Extensions to the Transfer Deadline
When the language in a statute is “plain and free from
ambiguity, and expresses a definite and simple meaning,” it is
normally not necessary to “look beyond” that language to
determine legislative intent. Employees’ Ret. Sys. of Baltimore v.
Dorsey, 430 Md. 100, 113 (2013) (citations and internal quotation
marks omitted). Nor should an interpretation “add [o]r delete
words to a clear and unambiguous statute.” Pridgeon v. Bd. of
License Comm’rs, 406 Md. 229, 238 (2008) (citations and internal
quotation marks omitted). Nonetheless, “the plain language must
be viewed within the context of the statutory scheme to which it
belongs, considering the purpose, aim, or policy of the Legislature
in enacting the statute.” Dorsey, 430 Md. at 113 (citations and
internal quotation marks omitted). Statutory language can be
ambiguous intrinsically, in that the words, on their face, are
unclear, or extrinsically, when the words seem clear, but the
application of them to particular circumstances is unclear. Mayor
& Council of Rockville v. Rylyns Enters., 372 Md. 514, 551-52
(2002) (citations omitted).
Section 10-503(d)(4) provides that “[a] transfer of any license
shall be completed not more than 180 days after the Board approves
the transfer.” The word “shall” is “ordinarily presumed to have a
mandatory meaning.” In re Anthony R., 362 Md. 51, 60 (2000)
(citations and internal quotation marks omitted). It may be read as
directory only when that reading is consistent with “the intention
of the Legislature as gathered from the nature of the subject matter
and the purposes to be accomplished.” Director, Patuxent Inst. v.
Cash, 269 Md. 331, 344 (1973) (quoting Hitchens v. City of
Cumberland, 215 Md. 315, 323 (1958)). Courts have generally
discerned a merely directory intent in two sets of circumstances:
Provisions that impose a time constraint on the issuance of an
arbiter’s decision, see, e.g., In re Adoption of Jayden G., 433 Md.
50, 80 (2013), or that fail to specify any sanction for non-
compliance, see, e.g., Columbia Rd. Citizens’ Ass’n v. Montgomery
County, 98 Md. App. 695, 701 (1994), are frequently interpreted as
directory only.
In our opinion, “shall” should be read in the mandatory sense
here. First, neither circumstance that usually indicates the directory
sense is present. The transfer deadline governs the conduct of the
regulated parties, not the Judiciary, and while § 10-503 does not
provide an express sanction for failure to comply with the 180-day
Gen. 29] 37

deadline, the sanction is implied: The Board’s approval of a license
transfer is valid for only 180 days, after which time the transfer is
deemed invalid.
Second, the legislative history of the transfer provision points
to the mandatory sense. The transfer deadline was added in 2000
to fill a gap in the existing law, which contained no deadline for
completing a transfer that the Board had approved and thus allowed
the licensee to keep the license alive indefinitely. See S.B. 128,
2000 Leg., Reg. Sess., Revised Fiscal Note at 1 (describing the
then-current law). The bill’s sponsor testified that the bill was
introduced “to combat the practice of some license-holders of
applying and getting approval for license transfers but not actually
transferring the license.” See Yim, 211 Md. App. at 32 (describing
the sponsor’s testimony before the Senate Economic and
Environmental Affairs Committee). Indeed, the express purpose
of the provision is restrictive; it was designed to “requir[e] in
Baltimore City that a transfer of any alcoholic beverages license be
completed in not more than a certain amount of time after [the
Board] approves the transfer; . . . .” 2000 Md. Laws, ch. 56
(purpose paragraph) (emphasis added). The bill did not address
exceptions to the transfer deadline, and § 10-503 still does not
contain any.
Subsequent legislative activity indicates that the General
Assembly has acted to expedite the transfer process, not to sanction
the prolonging of it. For example, legislation enacted in 2014
closed what the Court of Special Appeals, in the year before, had
characterized as a “striking” gap in the transfer provisions: The
statute did not require the Board to “render a decision on a transfer
application within a certain period of time” or place “any limits on
the Board’s power to accept” amendments to such an application.
Yim, 211 Md. App. at 38 (upholding the transfer of a license that
had gone unused for almost two years while the transferor was
revising and completing its transfer application). As a result,
applicants were allowed to prolong indefinitely the time period
between the 180-day rule and the transfer deadline. Id. The
General Assembly responded in the next legislative session and
placed time limits on both the Board’s evaluation of transfer
applications and applicants’ ability to submit amendments. See
2014 Md. Laws, chs. 346 and 347 (amending § 10-202 by adding
(a)(4)).
By contrast, in 2009, the General Assembly declined to enact
legislation that would have extended, from 180 to 360 days, the
38 [100 Op. Att’y

time period in which Baltimore City licensee could reopen a closed
business, resume alcoholic beverages operations, or else file for a
hardship extension before the license expires. S.B. 233, 2009 Leg.,
Reg. Sess. The bill also would have increased the maximum
duration of a hardship extension from 360 to 720 days. Id.
Although we hesitate to read too much into the failure of individual
bills, the legislative record suggests that the General Assembly
intended that the Board expedite the transfer process, not grant
open-ended extensions.
Our opinion that the transfer deadline should be applied
according to its plain meaning and its legislative history also
comports with the overall statutory scheme. As discussed above,
that scheme employs liquor licenses as one mechanism by which
the State “regulates and controls” the distribution of alcohol in
order to “obtain respect and obedience to law and to foster and
promote temperance.” See § 1-101 (stating the policy of the State
with regard to the distribution of alcoholic beverages). The
purpose of the statutory scheme was not to create a market for
licenses that can be held as “property” disassociated with any
ongoing liquor establishment. See § 10-501 (liquor licenses are not
“property”); see also Dodds, 339 Md. at 546 (explaining that liquor
licenses are held as a privilege, not as a right, and are terminable at
will). All in all, we think it clear that § 10-503 does not provide
the Board with the authority to allow more than 180 days in which
to complete a license transfer. We turn next to § 10-504 to see
whether it provides such authority.
2. Whether § 10-504 (the “180-Day Rule”) Authorizes
the Board to Grant Extensions to the Transfer
Deadline
Like the transfer provisions of § 10-503, the provisions of
§ 10-504—which govern the continuation of licenses after a
business has stopped operating—vary by jurisdiction. Generally
speaking, licenses expire 10 days after a licensee has vacated or
stopped operating the licensed premises. See § 10-504(a); see also,
e.g., Rupinski v. Biel, 43 Md. App. 635 (1979) (holding that a
license had expired, and could not be transferred, because the
business had closed more than 10 days before the application to
transfer). As to Baltimore City, however, the General Assembly
amended the statute in 1998 to provide that licenses do not expire
until 180 days after a licensee has vacated or otherwise ceased to
Gen. 29] 39

operate the licensed premises.9 See 1998 Md. Laws, ch. 166
(formerly codified at Art. 2B § 10-504(d)(2)); see also Yim, 211
Md. App. at 32-33 (discussing history of 180-day rule).
The 1998 law included a “hardship” provision that, under
certain circumstances, allowed a licensee to prolong the life of a
license beyond the 180 days provided by statute. Under that
provision, a licensee could deposit the license with the Board and
stop the 180-day clock for an additional 180 days if (1) “the
licensee experiences a personal or financial hardship,” (2) the
licensee had not been evicted, and (3) the premises were not being
used for “any other business purpose.” See 1998 Md. Laws, ch.
166. Moreover, the licensee could then extend the additional 180-
day period by applying to transfer the license under § 10-503. Or,
if the licensee had died, the administrator of the estate could apply
to continue the business, see id., as permitted under § 10-506.
Because the version of § 10-503 in place in 1998 did not state
any deadline for completing an approved transfer, the upshot of
these provisions was that a licensee in Baltimore City could use the
transfer procedures to keep an inactive license alive indefinitely.
The licensee simply deposited the license with the Board on the
grounds of a “personal or financial hardship,” filed a § 10-503
application to transfer the license, and, in the event of the Board’s
approval of the transfer, delayed completion of the transfer.
Moreover, nothing prevented the licensee from withdrawing a
transfer application and filing another one. Combined with the lack
of a deadline for completing transfers, the ability of licensees to
simply declare the existence of a “hardship” enabled them to keep
licenses alive for well beyond 360 days after the discontinuance of
the business.
The same 2000 legislation that amended § 10-503 to impose
a deadline for the completion of transfers also amended § 10-504
to change the hardship extension process. See 2000 Md. Laws, ch.
56; § 10-504(d)(2), (4); see also supra at 37. The 2000 legislation
repealed the deposit provision that had allowed licensees to invoke
the applicability of the hardship extension on their own; instead,
licensees must now apply for a hardship extension, and the Board

9
Baltimore County was exempted from the statewide provisions of
§ 10-504(a) in 1979. See 1979 Md. Laws, ch. 304; see also Yim, 211
Md. App. at 31. The provisions governing the continuation of licenses
in Baltimore County are provided at § 10-504(e) and are similar to those
that apply in the City.
40 [100 Op. Att’y

may only grant the application “on a finding that undue hardship
currently exists causing the closing or cessation of business
operations.” § 10-504(d)(4). While a licensee can still stop the
clock by filing a § 10-503 transfer request, the clock now begins to
run again on the date on which the transfer or continuation is
approved or denied. § 10-504(d)(5)(ii). In addition, transfer
applications that are later withdrawn no longer serve to stop the
clock, see § 10-504(d)(6); upon the withdrawal of the application,
the “expiration period begin[s] running again, cumulatively to the
period before the application or request . . . .” § 10-504(d)(5).
Finally, in 2014, the General Assembly imposed additional
deadlines on the Board’s processing of transfer applications. See
supra at 37-38.
The principles of statutory interpretation that we applied in
the preceding section also apply here. The plain language of § 10-
504(d)(4) authorizes the Board to grant hardship extensions to the
180-day rule only when the applicant has proven to the Board that
“an undue hardship currently exists causing the closing or
cessation” of the business for which the license is held. The
provision thus looks to the circumstances that caused the existing
business to close or cease operations. It does not apply to the
circumstances of an approved license transferee who is
encountering delays in opening a new business. In other words, the
hardship exception does not authorize the Board to grant an
extension on the basis of the hardship of the would-be licensee.
The General Assembly’s intent to circumscribe the Board’s
discretion with respect to the life of liquor licenses is apparent from
a comparison of the transfer deadline, which contains no provisions
for extensions, and the 180-day business closure rule. The fact that
the General Assembly explicitly provided for “hardship”
extensions in § 10-504, but chose not to include such a provision
in § 10-503, makes clear that reading into § 10-503 the authority to
grant hardship extensions to the transfer deadline would alter or
add to that statute. See Insurance Comm’r of Md. v. Bankers Indep.
Ins. Co., 326 Md. 617, 624 (1992); see also Dep’t of Motor
Vehicles v. Greyhound Corp., 247 Md. 662, 668 (1967)
(disapproving a proposed interpretation that would “add[] to [a
statute], by judicial fiat, a provision which the Legislature did not
see fit to include”) (quotation marks and citation omitted).
As noted above, reading the hardship provision accordingly
to its terms is consistent with the statutory goals of controlling
liquor sales and promoting temperance. It is also consistent with
the decisions of the Court of Appeals, which has been unwilling to
infer an intention on the part of the General Assembly to authorize
Gen. 29] 41

the Board to exercise powers other than those expressly provided.
See Hollywood Prods., 344 Md. at 10-14 (holding that the Board
did not have “implied authority to restrict the licensee’s hours of
Sunday operation”). Noting that alcoholic beverages are regulated
in Maryland by the “comprehensive statutory scheme” set forth in
Article 2B, the Court stated that “the authority of the administering
agencies”—the liquor boards—“necessarily is more circumscribed
than [that of] the typical administrative body.” Id. at 13. The Court
explained that, “[e]ven in cases where we have recognized broad
delegations of authority, we have emphasized that agency rules and
regulations must conform to the language and spirit of the statute
under which the agency acts.” Id. at 10-11. “‘[T]he power . . . to
make rules is not the power to make laws.’” Id. at 11 (quoting
Sullivan, 293 Md. at 124); see also Insurance Comm’r v. Bankers,
326 Md. at 624 (“[A]n agency may not take action which is
inconsistent or out of harmony with, or which alters, adds to,
extends or enlarges, subverts, impairs, limits, or restricts the act
being administered.”) (internal citations and quotation marks
omitted).
In sum, the “full power and authority” that § 16-301 grants to
the Board to “adopt such reasonable rules and regulations as [it]
may deem necessary to enable [it] effectively to discharge the
duties imposed upon [it] by this article” does not include the power
to change the deadline set by § 10-503. The 180-day rule and the
transfer deadline reflect the General Assembly’s policy choices as
to the periods of time for which a license may remain inactive and
the grounds that may be invoked for extending those periods, and
the post-1998 amendments reflect a legislative intent to close gaps
that had led to indefinite extensions. To the extent that the Board
deems the transfer deadline problematic for those license
purchasers who wish to engage in a lengthy construction of new
premises before completing their purchase of the license, one
solution is legislative. But the Board may not extend the transfer
deadline beyond the period set by the General Assembly, and an
approved transferee who does not yet hold the license may not
claim the § 10-504 hardship exception.
42 [100 Op. Att’y

III
Whether Board Staff, Without the Prior Approval of the
Board, May Address Violations and Infractions Through
Procedures Other than the Formal Hearing Process
(OLA Finding No. 17)
A. Background – The Legislative Auditor’s Finding
No. 17
The Legislative Auditor found that Board staff, on its own
initiative, allowed violators to resolve their infractions informally
by paying a fine without undergoing the public hearing process
before the Board. Referring to agency staff as “BLLC” and the
Board as the “Board,” Finding 17 of the OLA Report states:
“BLLC used alternatives to the Board hearing process to address
violations and infractions and the Board had not formally approved
these alternatives.” OLA Report at 49. In summarizing the basis
for Finding 17, the Report explains,
BLLC had adopted alternatives to the Board
hearing process to address licensee violations
and infractions. These alternatives were
essentially carrying out functions of the Board
but were not officially approved by the Board.
Furthermore, unlike Board hearings, these
alternative processes were not open to the
public. The legality of their use is questionable
since they were not addressed in State law
pertaining to BLLC.
Id. at 49.
The Report also describes the different methods used by the
staff for assessing fines without Board involvement. For example,
Board staff allowed licensees to avoid a public hearing before the
Board for certain “administrative” violations by paying the
“administrative fee” that the Board would ordinarily charge to hold
a hearing on such violations. Id. For first-time violations that did
not qualify as “administrative,” the staff allowed licensees “to
avoid a hearing before the Board by acknowledging that they
committed the violation (essentially pleading ‘no contest’) and
paying a $500 fine (the statutory maximum penalty for a first time
offense).” Id. For repeat non-administrative offenses that did not
involve violations for disturbing the peace, Board staff still allowed
licensees to “avoid having their names appear in the public hearing
docket (published on BLLC’s website)” by pleading “no contest.”
Gen. 29] 43

While these cases “were forwarded to the Board for a
determination of a fine,” they were conducted “without a hearing,
and without the decision being documented in a transcript.” Id.
And for what the staff considered “minor license infractions” or
when staff had received “a number of community complaints,” the
report describes how the Board staff used a process—known as an
“in-house or compliance conference”—to discuss certain
infractions with licensees. Id. at 49-50. Although staff “generally
charged the licensee a $100 conference fee,” they did not assess
any “additional penalty or fine” and, for most cases the Auditor
reviewed, did not include documentation of the conferences within
the files for the relevant licensees.10 Id. at 50.
Although the OLA “could not readily determine the
frequency of these alternative practices,” it recommended that the
Board request an opinion from us “to determine if [Board]
management has the legal authority to use alternative processes to
address licensee violations and infractions,” and, if so, that the
Board approve “policies and procedures to comply with the legal
Opinion.” Id. The Report further recommended that staff “provide
periodic reports of fines and fees assessed to licensees to the Board
for informational purposes” and “document all decisions reached,
including fines and fees assessed, and retain this documentation in
the respective licensee files.” Id. (Recommendation 17).
B. Discussion – Whether the Board May Delegate to Its Staff
the Power to Impose Sanctions
As summarized by the Court of Appeals, “[t]he actions that a
Board may properly take under Article 2B to punish licensee
misconduct include: impose a monetary fine, suspend a license, and
revoke a license.” Board of Liquor License Comm’rs v. Fells Point
Cafe, 344 Md. 120, 136-37 (1996); see also Paek v. Prince
George’s County Bd. of License Comm’rs, 381 Md. 583, 599

The Report also stated that Board staff also held “in-house
10

conferences” to address uncontested applications for license transfers:
The Board also effectively delegated to BLLC the
approval of license transfers that were limited to a
change in ownership if the community was not
contesting the transfer. BLLC met with the
licensees in an in-house conference and was to
document the meeting for the licensee file.
OLA Report at 50. The Board did not ask us to address this practice.
44 [100 Op. Att’y

(2004). Finding 17 raises the question of whether the Board has
the power, whether express or implied, to delegate to its staff the
authority to impose a fine and a “conference fee.”
1. Express Power
To determine whether a governing body has the express
power to delegate its statutory functions to particular employees,
courts look at the statutes that assign the power. In Public Serv.
Comm’n v. Wilson, 389 Md. 27 (2005), for example, the Court
looked to the Public Service Commission’s governing statutes to
determine whether its chairman had the authority to terminate an
employee. Holding that the chairman lacked that power, the Court
noted that, although “[l]anguage appears throughout the statute
authorizing the Commission to ‘hire’ or ‘appoint’ all types of
employees of the PSC,” “there is no mention in this statute, nor any
other statute we could find, of language that outlines the
Chairman’s authority, independent of the Commission’s, to ‘hire’
or ‘appoint’ employees . . . .” Id. at 52. In Board of Education of
Montgomery County v. Montgomery County, again addressing
whether a certain employee had the authority to fire another, the
Court stated: “The Council . . . can not delegate to its employees
the performance of a duty which the Legislature has specifically
provided shall be performed by the Council itself.” 237 Md. 191,
202 (1964).
The Court of Special Appeals has applied this same principle
outside the personnel context to hold that other forms of agency
decision-making must also be done by the people to whom, or
bodies to which, the applicable law has delegated that function. In
Carriage Hill-Cabin John, Inc. v. Maryland Health Resources
Planning Comm’n, for example, the court noted that, by statute,
“the Commission may delegate to a single Commissioner the
responsibility for reviewing an application, conducting evidentiary
hearings, and preparing a proposed decision.” 125 Md. App. 183,
217 (1999). The court made clear, however, that “the Staff had no
authority to issue a final opinion in the name of the Commission.”
Id. at 219.
As to the Board, we found no provision in Article 2B that
either authorizes the Board’s staff to sanction licensees or permits
the Board to delegate that power to staff. Instead, the article’s
“enforcement and penalties” are conferred on the Board itself.
Section 16-507(d), for instance, provides:
For any violation that is cause for suspension
under the alcoholic beverage laws affecting
Gen. 29] 45

Baltimore City, the Baltimore City Board of
License Commissioners may:
(1) For a first offense, impose a fine of not
more than $ 500 or suspend the license or
both; or
(2) For any subsequent offense, impose a
fine of not more than $ 3,000 or suspend the
license or both.
Id. Section 16-410(e) pertains to the assessment of fees in
connection with hearings, and it provides that “[t]he Board may
charge fees for the production and service of summonses and
hearing notices.” § 16-410(e)(2) (emphasis added).
The enforcement provisions of the statute define the term
“Board” to “mean[] the Comptroller, the boards of license
commissioners, or the members of the boards, as appropriate.”
§ 16-410(a)(2). The term plainly does not include staff. Moreover,
when the General Assembly describes the actions taken by Board
staff, it does so expressly. See § 16-410(e)(2)(iii) (authorizing the
Board to charge $25 for each address served if service is by “an
employee of the Board”). In short, the enforcement provisions
delegate to the Board, and not staff, the authority to impose
sanctions and fees.
The provisions of Article 2B that relate to the liquor board
staff are slightly less clear but, when read in context, likewise do
not authorize the boards to delegate their authority to impose
sanctions. Several provisions authorize the local boards to employ
personnel, including a secretary, executive secretary, and
“inspectors, clerical and other assistance as is necessary.” See
§§ 15-109(d); 15-112(a)(2), (d)(10)(iv). Former § 15-112(d)(7), as
it was at the time of the audit, provided that the “chairman of the
Board . . . [i]s its administrative officer and is charged with the duty
of enforcing the provisions of this article.” The chairman was to
“personally supervise the activities and investigations of the
several inspectors and other employees of the Board; . . . examine
the location and general character of the licensees . . . ; and . . .
make recommendations to the Board concerning . . . methods of
enforcement, and promulgation of regulations to carry out the
purposes of this article.” Id. Those provisions did not state that the
Board may delegate its quasi-judicial powers to staff; rather, the
chairman would take the lead in ensuring that the Board was
fulfilling its statutory duties.
46 [100 Op. Att’y

These staffing provisions were altered by the 2014 legislation
discussed above, which deleted the reference to the chairman’s
powers and instead placed them with the Board or its “designee”:
The Board or the Board’s designee governs,
administers, and enforces the provisions of
this article in Baltimore City, including
performing such tasks as:
(i) Supervising the activities and inves-
tigations of the several inspectors and other
employees of the Board;
(ii) Examining the location and general
character of the licensees in the City;
(iii) Reviewing the zoning of licenses . . . ;
and
(iv) Adopting regulations concerning zoning
of licensees and methods of enforcement to
carry out the purposes and enforcement of this
article.
2014 Md. Laws, ch. 346 (codified at § 15-112(d)(8)). Although the
amended provision might be read as broadly authorizing the Board
to delegate to a staff “designee” the power to “enforce[]” the
statute, we believe its text and legislative history suggest a more
limited authority.
First, when read in its legislative context, we believe the term
“designee” likely refers to a Board member, as opposed to a
member of the Board’s staff. Prior to the amendment, the tasks
enumerated in the statute had been the Chairman’s responsibility.
Although the evident purpose of the amendment was to give the
Board the flexibility to designate someone other than the Chairman
to take on the enumerated tasks, nothing in the legislative history
suggests that the amendment was intended to take the larger step of
authorizing staff to exercise the Board’s powers. In fact, the
amendment was part of a larger enactment focused on tightening
the Board’s administration of the licensing laws in response to the
OLA’s recommendations, many of which were focused on actions
staff had been taking on its own. See S.B. 846, 2014 Leg., Reg.
Sess., Revised Fiscal and Policy Note at 2-4 (explaining that bill
provisions adopt many of OLA’s recommendations). That context
suggests that the General Assembly, by deleting the specific
reference to the Chairman, did not intend a broad delegation of
authority to staff.
Gen. 29] 47

Second, interpreting the term “designee” to include the
Board’s staff would seem to be inconsistent with the Court of
Appeals’ instruction that Article 2B grants the Board only “specific
delegated powers, rather than broad delegated authority.” Thanner
Enters., 414 Md. at 279. In light of the strict construction given the
Board’s powers, we believe it especially unlikely that the General
Assembly intended to authorize the Board to delegate to staff the
quasi-legislative power to “[a]dopt[] regulations.” See § 15-
112(d)(8)(iv). Again, we believe the better reading of the 2014
amendment is to authorize the Board to designate other members
of the Board to play the roles previously played by the Chairman.
Finally, even if we were to read the amendment as authorizing
a broad delegation to staff, the specific actions that it enumerates
do not include the power to impose fines and sanctions on behalf
of the Board. Although the enumerated tasks are not exhaustive,
they illustrate the types of actions the General Assembly intended
to authorize the Board to delegate to its designee. See Md. Code
Ann., Gen. Prov. (“GP”) § 1-110 (2014) (stating that the term
“[i]ncludes” or “including,” where it appears in the Maryland
Code, means “includes or including by way of illustration and not
by way of limitation”). None of the enumerated tasks encompasses
the imposition of fines and sanctions; to the extent they address
enforcement, they are limited to developing “methods” of
enforcement, not the actual imposition of fines and penalties. See
State v. Sinclair, 274 Md. 646, 658 (1975) (rule of ejusdem generis
provides that “the general words in the statute will usually be
construed to include only those things of the same class or general
nature as those specifically antecedently mentioned”). In sum, we
see no indication that the Legislature intended to authorize the
Board to delegate to staff the authority to impose fines and
penalties.
2. Implied Power
The express assignment of a function to an agency secretary
or governing board sometimes includes the implied authority to
delegate that function to agency employees. Much depends on
whether the function is discretionary or ministerial. When the duty
includes purely ministerial tasks and the statute is silent on how
they are to be performed, the express power to perform the duty
carries with it the implied authority to delegate the ministerial
tasks. Conversely, discretionary functions generally cannot be
delegated. See 120 West Fayette St., LLLP v. Mayor & City
Council of Baltimore City, 413 Md. 309, 350 (2010) (“‘The rule is
48 [100 Op. Att’y

plain and well established that legislative or discretionary powers
or trust devolved by law or charter on a council or governing body
cannot be delegated to others, but ministerial or administrative
functions may be delegated to subordinate officials.’”) (quoting
Baltimore v. Wollman, 123 Md. 310, 315 (1914)); see also 61
Opinions of the Attorney General 734, 735-36 (1976) (stating that
powers and duties “specifically conferred upon [a board] by statute
could not be delegated to [staff]”).
The Board’s imposition of fines and fees is generally a
discretionary function that may not be delegated in the absence of
specific authority. Section 16-507(d)(1) provides that the Board
“may” take various measures in first-offense matters that are
“cause for suspension.”11 Under that statute, the Board “may”
impose a fine, and, if it does, it may do so in any amount that does
not exceed $500. Id. The Board may also revoke, or instead,
suspend the license. Id. The “Board” further “may” assess costs
for hearings, notices, and summonses. § 16-410(e). For all of these
actions, the General Assembly used the word “may,” a term that
“connotes a permissive, discretionary function.” See Spencer v.
Maryland State Bd. of Pharm., 380 Md. 515, 532 (2004). The
General Assembly did not expressly authorize the Board’s staff to
perform these discretionary functions, did not expressly authorize
either the Board or its chair to delegate them, and did not empower
staff and licensees to agree on off-the-record settlements of first-
offense violations.
Under the general rule stated in 120 West Fayette, these types
of discretionary functions must be exercised by the Board, as the
body upon which the function “devolved by law.” 413 Md. at 350.
We therefore think it unlikely that a court would infer from the
Article 2B penalty provisions that staff may decide to omit an
alleged violation from the Board’s docket, decide on the form and
amount of the penalty, and assess “conference” costs—all without
the input or ratification of the Board.
Again, the authority of local liquor boards “is more
circumscribed than [that of] the typical administrative body.”
Hollywood Prods., 344 Md. at 13. Remarking on the General
Assembly’s “close statutory control” over the alcoholic beverages
business, the Court “has consistently held . . . that the General
Assembly intended to grant the boards specific delegated powers,

11
The Board lacks discretion as to the appropriate remedy for some
first offenses. See § 10-401(a)(3) (providing that a license “must be
revoked” for certain violations).
Gen. 29] 49

rather than broad delegated authority.” Thanner Enters., LLC v.
Baltimore County, 414 Md. 265, 279 (2010); see also Baines v.
Board of Liquor License Comm’rs, 100 Md. App. 136, 141 (1994)
(noting that alcoholic beverage licensing boards must
“scrupulously follow the statutory scheme that empowers them”).
In Hollywood Productions, the Court stated that Maryland’s
“elaborate statutory scheme” of alcoholic beverages regulation
“suggests a specific, rather than broad, delegation of authority to
the liquor boards and contradicts the notion that restrictions,
penalties, and sanctions may be fashioned on an ad hoc basis.” 344
Md. at 16. This precedent, too, works against the notion that
sanctions and fees may be imposed by Board staff instead of the
Board.
Furthermore, allowing staff to exercise the Board’s
enforcement authority without the Board’s involvement would
undermine the Board’s ability to implement other aspects of the
statutory scheme. The Board’s major functions include issuing,
renewing, and transferring licenses, decisions that variously require
the Board to evaluate the fitness of the licensee, the operation of
the premises, and the location of the premises. See §§ 10-202(a)(2)
(licensing standards); 10-301 (b), (c), (j) (renewal standards); 10-
503 (transfer standards). In our view, an agreement by staff and a
licensee that certain violations can be resolved without bringing
them to the attention of the Board would frustrate the Board’s
ability to fully address future matters to which the fitness of the
licensee or location and operation of the premises would be
relevant.
Similarly, Article 2B entitles members of the public to oppose
the issuance of a license, § 10-202(a)(1)(iv), and members of the
public in the precinct of the licensed premises may seek the
revocation of the license. § 10-403(a). The omission of violations
from the Board’s docket means that a person looking at a licensee’s
records will not have complete information on the licensee and the
establishment. In sum, we see no statutory provision that
authorizes the Board’s staff to withhold from the Board’s records,
and thus presumably from the public, the fact of a licensee’s “first
offense.”
3. Actual Delegation
Finally, even if Article 2B authorized the Board to delegate to
staff the power to impose penalties, that power may not be
exercised in the absence of an actual delegation. See Maryland
50 [100 Op. Att’y

State Dep’t of Health & Mental Hygiene v. Phoebus, 319 Md. 710
(1990) (noting that, although the statute authorized the agency
secretary to delegate the personnel decision to a subordinate, the
agency did not establish that the secretary had made the
delegation); Eaton v. Rosewood Ctr., 86 Md. App. 366, 373 (1991)
(noting that the department secretary was statutorily authorized to
delegate certain hearing and final decision-making to a subordinate
and had done so). Here, we see nothing in the OLA Audit or the
Board’s response that would suggest that the Board has ceded to
staff any authority to consider whether, and in what form, to impose
sanctions on licensees. Nor do the Board’s Rules evidence any
intent by the Board to do so. So, even if the Board had the statutory
authority to delegate that function to the staff—which we do not
believe is the case—it does not appear that the Board has actually
done so.
In sum, it is our opinion that the Board does not have statutory
authority to delegate to its staff the discretionary functions of
deciding whether, and in what amount, to fine a first-time offender
and whether to assess an administrative fee. Further, we have
found no authority for the proposition that staff may decide to omit
violations from the public record until such time as the licensee
commits another violation.
IV
Whether the Open Meetings Act Requires the Board to Adopt
Written Minutes of Its Hearings on the Cases Before It
(OLA Finding 20)
The Board’s last question relates to whether the Board’s
hearings are subject to the Open Meetings Act, and, if so, whether
the Board has been complying with the Act’s requirement that a
public body keep minutes of its meetings. See OLA Report at 54
(Finding 20) (“Certain Board hearing practices may not comply
with the Open Meetings Act.”). The OLA described the Board’s
practices as follows:
Although all Board hearings were fully
transcribed by an independent vendor, [staff]
generally obtained only a certified copy of the
decision phase of the transcript for inclusion
in the licensee file. The Board did not prepare
any other record of the meeting minutes;
therefore, it did not review and approve
transcripts from prior meetings. The Board
generally obtained complete transcripts only
Gen. 29] 51

for disciplinary decisions appealed to the
Circuit Court.
* * *
In addition, each Board Commissioner did not
state his or her individual vote for the record
during the hearing as also required by the
[Open Meetings] Act; rather, after discussion
by the Commissioners off the record, the
Board Chairman stated the overall decision of
the Commissioners for the record.
Id. The Legislative Auditor also stated that:
Although State law governing [the Board]
requires [the Board] to be subject to the Open
Meetings Act, it is unclear as to whether all
actions taken at Board hearings are subject to
the Open Meetings Act. Public Board
hearings include actions relating to the
approval of new licenses, the approval of
license transfers, and disciplinary proceedings
for licensee violations. Certain of these
administrative actions can be appealed to the
Circuit Court and, therefore, are considered
quasi-judicial in nature. Quasi-judicial
functions, by law, are generally not subject to
the Open Meetings Act.
Id. The Auditor recommended that the Board “obtain written
advice from the Office of the Attorney General over what Board
hearing actions are subject to the minutes provisions of the Open
Meetings Act.” Id. at 55.
A. Discussion
Maryland’s Open Meetings Act applies to entities that fall
within that Act’s definition of a “public body” when they are
meeting to perform a function to which the Act applies. See GP
§ 3-103 (stating the scope of the Act). When a public body meets to
consider a matter, the Act applies to all phases of the public
body’s deliberations, not just the phase at which the public body
acts on the matter. See, e.g., City of New Carrollton v. Rodgers,
287 Md. 56, 72 (1980) (explaining that the “consideration or
transaction of public business” that a public body must conduct in
52 [100 Op. Att’y

compliance with the Act embraces “every step of the process,” not
simply the point at which the public body reaches a decision).
When the Act applies to a public body’s meeting, the public
body must keep minutes. GP § 3-306(b). The Board, as a multi-
member body created by State statute, unquestionably falls within
the Act’s definition of a public body. See GP § 3-101(h)(1)
(including in the definition of “public body” entities that consist of
“at least 2 individuals” and are created by “State statute”); Art. 2B,
§ 15-101(a), (d) (requiring the Governor to appoint a board of
license commissioners for Baltimore City). Your question goes to
whether the functions that the Board performs at its meetings are
covered by the Act, and, if so, whether the use of partial
transcripts to document those meetings complies with the Act’s
requirements on the keeping of minutes.
The question of whether a public body is meeting to perform
a function within the Act depends on what the public body
discusses at the meeting and thus is not susceptible to a categorical
answer. We can, however, outline the governing principles. First,
the Act applies whenever a quorum of the members of a public
body convenes to consider or transact public business unless the
Act expressly provides otherwise. GP §§ 3-301 (open meeting
requirement); 3-101(g) (definition of the word “meet”). Second,
the Act applies when a public body is meeting “to consider . . .
granting a license or permit.” GP § 3-103(b). Third, the verb
“consider” includes every stage of the public body’s deliberations
on the matter. See, e.g., Baltimore Dev. Corp. v. Carmel Realty
Assoc., 395 Md. 299, 331 (2006) (deliberative process of public
body must be open to the public because “every step of the process
comprises the consideration or transaction of public business”).
Fourth, the Act does not apply when the public body is performing
“quasi-judicial” functions that do not involve granting a license or
permit. GP § 3-103(a)(1)(iii), (b). Under the Act, the term “quasi-
judicial function” includes the “determination of . . . a proceeding
before an administrative agency for which Title 7, Chapter 200 of
the Maryland Rules would govern judicial review.” GP § 3-101(i).
Those Maryland Rules govern appeals to circuit court when
allowed by statute. See Md. Rule 7-201(a).
As applied to the work of the Board, these provisions of the
Act require the Board to meet openly whenever it considers
granting a license, whether by transfer or otherwise.12 The Act thus
12
Although the Open Meetings Act defers to the provisions of other
law when they are “more stringent,” see GP § 3-105, the Act’s notice
Gen. 29] 53

requires that the Board conduct all phases of these deliberations in
public. As to disciplinary proceedings, where the statute provides
for an appeal to the circuit court, the Board’s deliberations would
likely be excluded from the Act so long as the Board’s discussions
are confined to that matter. The determination of whether a
particular discussion is expressly excluded from the Act thus
depends on the nature of the matter before the Board and should be
made on a case-by-case basis. For the meetings that are subject to
the Act, the question then becomes whether the Board’s transcripts
suffice as “minutes” under the Act.
When the Act applies to a meeting, the Board must keep
minutes, adopt them “as soon as practicable after [it] meets,” and
then make them available for public inspection. See GP § 3-306.
Written minutes must reflect “each item that was considered,” the
action that the Board “took on each item,” and “each vote that was
recorded.” GP § 3-306(c). The Board need not prepare written
minutes if “live and archived video or audio streaming of the open
session is available,” GP § 3-306(b)(2), and a transcript of a
meeting could satisfy the requirement that minutes be kept. See 6
OMCB Opinions 164, 168-69 (2009).13 Any such transcript,
however, must include the information required by the Act and in
“sufficient detail so that a member of the public who reviews the
minutes can gain an appreciation of the issue under discussion.” 6
OMCB Opinions 110, 113 (2009). If the Board wishes to use its
transcripts as minutes, it must review and approve them, because
the Act requires the adoption of minutes.
V
Conclusion
We conclude that: (1) the Board lacks the authority to grant
hardship extensions to the transfer deadline set by § 10-504(d)(4);

provisions appear to be more stringent than those in Article 2B. Whereas
the notice provisions of Article 2B only require the Board to give public
notice of its “hearings” on applications for licenses and some license
transfers, § 10-202(a), (e)(2), the Open Meetings Act explicitly applies
whenever a public body is “meeting” to consider granting a license. GP
§ 3-103(b)(1). The Act’s requirements thus control here.
13
The Court of Special Appeals, while noting that Compliance Board
opinions “are advisory only,” see GP § 3-209, has found those opinions
“to be of some utility” when there is a “dearth of authority” on an open
meetings issue. Dyer v. Board of Educ. of Howard County, 216 Md.
App. 530, 537 n.4, cert. denied 439 Md. 329 (2014).
54 [100 Op. Att’y

(2) the Board lacks the authority to delegate to its staff the
discretionary function of imposing sanctions on licensees; and (3)
the Board’s deliberations and actions on granting, renewing, and
transferring licenses are subject to the Open Meetings Act, but, to
the extent that the Board’s actions on other matters are subject to
judicial review, the Board’s deliberations on those matters are
likely not subject to that Act. When the Open Meetings Act
applies, the Board must keep minutes in one of the forms required
by the Open Meetings Act and must include the information
required by that law.

Brian E. Frosh
Attorney General of Maryland
Ann MacNeille
Assistant Attorney General

Adam D. Snyder
Chief Counsel, Opinions & Advice