1690

LAWS OF MARYLAND

[Ch. 311

A STOCKHOLDER OF A PROFESSIONAL CORPORATION MAY
NOT SELL OR TRANSFER HIS STOCK IN THE CORPORATION EXCEPT:

(1)   TO THE CORPORATION; OR

(2)    TO ANOTHER INDIVIDUAL ELIGIBLE TO BE A
STOCKHOLDER OF THE CORPORATION.

REVISOR'S NOTE: This section presently appears as
Art. 23, §439.

The only changes are in style.

5-114. VOTING TRUST AGREEMENTS PROHIBITED.

A STOCKHOLDER OF A PROFESSIONAL CORPORATION MAY
NOT ENTER INTO A VOTING TRUST AGREEMENT OR ANY OTHER
AGREEMENT WHICH VESTS ANOTHER PERSON WITH THE AUTHORITY
TO EXERCISE THE VOTING POWER OF ANY OF HIS STOCK.

REVISOR'S NOTE: This section presently appears as
the last sentence of Art. 23, §437.

The only changes are in style.

5-115. STOCKHOLDER OR EMPLOYEE BECOMING DISQUALIFIED TO
PERFORM SERVICES.

(A)   DISQUALIFICATION OF STOCKHOLDER OR EMPLOYEE TO
PERFORM PROFESSIONAL SERVICES.

EXCEPT AS PROVIDED IN §1-203 OF THE COURTS ARTICLE
WITH RESPECT TO THE AGREEMENT OF A JUDGE WITH HIS FORMER
LAW FIRM, A STOCKHOLDER, AGENT, OR EMPLOYEE OF A
PROFESSIONAL CORPORATION WHO HAS BEEN PERFORMING A
PROFESSIONAL SERVICE IMMEDIATELY SHALL SEVER EMPLOYMENT
WITH AND ANY FINANCIAL INTEREST IN THE CORPORATION IF HE:

(1)   BECOMES DISQUALIFIED LEGALLY TO PERFORM
THE PROFESSIONAL SERVICE IN THE STATE; OR

(2)    ASSUMES ELECTED PUBLIC OFFICE OR ACCEPTS
EMPLOYMENT WITH RESPECT TO WHICH HE IS PROHIBITED BY LAW
FROM CONTINUING TO PERFORM THE PROFESSIONAL SERVICE.

(B)     FAILURE OF CORPORATION TO REQUIRE COMPLIANCE.

(1)   THE FAILURE OF A PROFESSIONAL CORPORATION
TO REQUIRE COMPLIANCE WITH SUBSECTION (A) OF THIS SECTION
CONSTITUTES GROUNDS FOR THE FORFEITURE OF ITS CHARTER AND
FOR ITS DISSOLUTION.

(2)    IF THE FAILURE OF A PROFESSIONAL
CORPORATION TO REQUIRE COMPLIANCE WITH SUBSECTION (A) OF