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This entry was published on 2024-06-14
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Disqualification of shareholders, directors, officers and employees
Business Corporation (BSC) CHAPTER 4, ARTICLE 15
§ 1509. Disqualification of shareholders, directors, officers and


If any shareholder, director, officer or employee of a professional
service corporation, including a design professional service
corporation, who has been rendering professional service to the public
becomes legally disqualified to practice his or her profession within
this state, he or she shall sever all employment with, and financial
interests (other than interests as a creditor) in, such corporation
forthwith or as otherwise provided in section 1510 of this article. All
provisions of law regulating the rendering of professional services by a
person elected or appointed to a public office shall be applicable to a
shareholder, director, officer and employee of such corporation in the
same manner and to the same extent as if fully set forth herein. Such
legal disqualification to practice his or her profession within this
state shall be deemed to constitute an irrevocable offer by the
disqualified shareholder to sell his or her shares to the corporation,
pursuant to the provisions of section 1510 of this article or of the
certificate of incorporation, by-laws or agreement among the corporation
and all shareholders, whichever is applicable. Compliance with the terms
of such offer shall be specifically enforceable in the courts of this
state. A professional service corporation's failure to enforce
compliance with this provision shall constitute a ground for forfeiture
of its certificate of incorporation and its dissolution.