MARVIN MANDEL, Governor                            1685

REVISOR'S NOTE: This section presently appears as
the third clause of Art. 23, §434.

The only changes are in style.

5-107. PERPETUAL EXISTENCE.

A PROFESSIONAL CORPORATION HAS PERPETUAL EXISTENCE
UNTIL DISSOLVED IN ACCORDANCE WITH TITLE 3 OF THIS
ARTICLE.

REVISOR'S NOTE: This section presently appears as
Art. 23, §441(a).

The only changes are in style.

5-108. DIRECTORS AND OFFICES.

WHETHER OR NOT ORGANIZED AS A CLOSE CORPORATION
UNDER TITLE 4 OF THIS ARTICLE:

(1) THE NUMBER OF DIRECTORS IN A
PROFESSIONAL CORPORATION MAY BE LESS THAN THREE; [[AND]]

(2) THE OFFICES OF A PROFESSIONAL CORPORATION

MAY BE:

(I)        LIMITED TO PRESIDENT, TREASURER, AND

SECRETARY; AND

AND

(II) COMBINED IN ONE OR MORE PERSONS[[.]];

(3) NOTWITHSTANDING ANY CONTRARY PROVISION OF
LAW, AN INDIVIDUAL WHO HOLDS MORE THAN ONE OFFICE IN A
PROFESSIONAL CORPORATION MAY ACT IN MORE THAN ONE
CAPACITY TO EXECUTE, ACKNOWLEDGE, OR VERIFY ANY
INSTRUMENT REQUIRED TO BE EXECUTED, ACKNOWLEDGED, OR
VERIFIED BY MORE THAN ONE OFFICER.

REVISOR'S NOTE: This section presently appears as
the last sentence of Art. 23, §434.

The only changes are in style.

This section is silent as to whether a person
acting in more than one capacity (e.g. as
president and secretary) may execute a
document required to be executed by two or
more officers. Sec. 2—415 of this article
prohibits such action while §4—102 of this
article, dealing with close corporations,
permits it.