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Home » US Law » 2022 Utah Code » Title 16 - Corporations » Chapter 11 - Professional Corporation Act

Section 10 – Laws as to professional relationships not altered.

16-11-10. Laws as to professional relationships not altered. This act does not alter any law applicable to the relationship between a person rendering professional services and a person receiving such services, including liability arising out of such professional services. Enacted by Chapter 20, 1963 General Session

Section 11 – Authority of regulating boards not restricted or limited.

16-11-11. Authority of regulating boards not restricted or limited. Nothing in this act shall restrict or limit in any manner the authority and duty of the regulating board for the licensing of individual persons rendering professional services or the practice of the profession which is within the jurisdiction of such regulating board, notwithstanding that such […]

Section 12 – Prohibited acts of professional corporations.

16-11-12. Prohibited acts of professional corporations. No professional corporation may do any act which is prohibited to be done by individual persons licensed to practice the profession which the professional corporation is organized to render. Enacted by Chapter 20, 1963 General Session

Section 13 – Purchase or redemption of shares of disqualified shareholder.

16-11-13. Purchase or redemption of shares of disqualified shareholder. (1) The articles of incorporation may provide for the purchase or redemption of the shares of any shareholder upon the failure to qualify or disqualification of that shareholder, or the same may be provided in the bylaws or by private agreement. In the absence of such […]

Section 14 – Annual certificate — Filing — Contents — Filing fee.

16-11-14. Annual certificate — Filing — Contents — Filing fee. During the month of the anniversary date of incorporation, each professional corporation shall file with the division an annual report as specified by Section 16-10a-1607, giving the names and residence addresses of all shareholders of the professional corporation as of its anniversary date of incorporation […]

Section 15 – Incorporation under Utah Revised Business Corporation Act permitted — Existing corporations may come under Professional Corporation Act.

16-11-15. Incorporation under Utah Revised Business Corporation Act permitted — Existing corporations may come under Professional Corporation Act. This act does not preclude incorporation by professional persons under Title 16, Chapter 10a, Utah Revised Business Corporation Act, where such persons would be permitted to organize a corporation and perform professional services by means of such […]

Section 16 – Corporate name.

Effective 5/4/2022 16-11-16. Corporate name. (1) The name of each professional corporation as set forth in the professional corporation’s articles of incorporation: (a) shall contain the terms: (i) “professional corporation”; or (ii) “P.C.”; (b) may not contain the words: (i) “incorporated”; or (ii) “inc.”; (c) may not contain: (i) language stating or implying that the […]

Section 3 – Purpose of act.

16-11-3. Purpose of act. This act shall be so construed as to effectuate its general purpose of making available to professional persons the benefits of the corporate form for the business aspects of their practices while preserving the established professional aspects of the personal relationship between the professional person and those he serves. Enacted by […]

Section 4 – Incorporators — Articles of incorporation.

16-11-4. Incorporators — Articles of incorporation. (1) One or more individuals, each of whom is licensed to render a professional service, may incorporate a professional corporation by filing articles of incorporation with the Division of Corporations and Commercial Code. (2) Articles of incorporation under Subsection (1) shall meet the requirements of Title 16, Chapter 10a, […]

Section 5 – Application of Utah Revised Business Corporation Act — Conflicts.

16-11-5. Application of Utah Revised Business Corporation Act — Conflicts. The provisions of Title 16, Chapter 10a, Utah Revised Business Corporation Act, shall be applicable to professional corporations, and they shall enjoy the powers and privileges and be subject to the duties, restrictions and liabilities of other corporations, except where inconsistent with this act. This […]

Section 7 – Issuance of shares of capital stock — Restrictions.

16-11-7. Issuance of shares of capital stock — Restrictions. (1) A professional corporation may issue the shares of its capital stock and a shareholder may voluntarily transfer shares of capital stock in a professional corporation only to: (a) persons who are duly licensed to render the same specific professional services as those for which the […]

Section 8 – Officer, director, or shareholder shall be licensed professional — Nonlicensed person as secretary or treasurer.

16-11-8. Officer, director, or shareholder shall be licensed professional — Nonlicensed person as secretary or treasurer. (1) (a) Except as provided in Subsection (1)(b), a person may not be an officer, director, or shareholder of a professional corporation unless that person is: (i) an individual licensed to render the same specific professional services as those […]

Section 9 – Licensed persons to render professional services.

16-11-9. Licensed persons to render professional services. A professional corporation may render professional services only through its officers, employees and agents who are duly licensed to render such professional services. Enacted by Chapter 20, 1963 General Session