(a) A professional corporation may issue the shares of its capital stock only to a
qualified person. A shareholder may voluntarily transfer their shares in a professional corporation
to the corporation or to a qualified person with the prior written consent of the
corporation unless the articles of incorporation otherwise provide. No shares may be transferred upon the books of the professional corporation or issued
by the professional corporation until there is presented to and filed with the corporation
a certificate by the regulating board stating that the person to whom the transfer
is to be made or the shares issued is duly licensed to render the same type of professional
services as that for which the corporation was organized. No shareholder shall enter into any voting trust agreement, proxy, or any other type
of agreement vesting another person, other than another shareholder of the same corporation,
with authority to exercise the voting power of any or all of their stock. The issuance or transfer of any shares and any proxy, voting trust or other agreement
made in violation of this section shall be null and void. Every certificate of stock issued by a professional corporation shall contain substantially
the following provision: “The ownership and transfer of this stock and the rights
and obligations of stockholders are subject to the limitations and provisions of the
professional corporation law of Kansas.”
(b) The Kansas securities law as contained in article 12 of chapter 17 of the Kansas Statutes Annotated shall not be applicable to nor govern any transactions relating to any shares of
a professional corporation.
(c) A general partnership, if all partners thereof are authorized to render a professional
service permitted by the articles of incorporation of the issuing professional corporation
and in which at least one partner is authorized by a licensing authority of this state
to render in this state a professional service permitted by the articles of incorporation
of the corporation, shall be deemed a qualified person for purposes of this section.
(d) A professional corporation or foreign professional corporation in which at least
one shareholder is authorized by a licensing authority of this state to render in
this state a professional service permitted by the articles of incorporation of the
corporation shall be deemed a qualified person for purposes of this section.
FindLaw Codes may not reflect the most recent version of the law in your jurisdiction. Please verify the status of the code you are researching with the state legislature or via Westlaw before relying on it for your legal needs.
Was this helpful?
Response sent, thank you
Welcome to FindLaw's Cases & Codes
A free source of state and federal court opinions, state laws, and the United States Code. For more information about the legal concepts addressed by these cases and statutes, visit FindLaw's Learn About the Law.