GENERAL ASSEMBLY OF NORTH CAROLINA
1989 SESSION
CHAPTER 258
The General Assembly of North Carolina enacts:
Section 1. G.S. 55B-6 reads as rewritten:
"§ 55B-6. Capital stock.
A (a) Except as provided
in subsection (b), a professional corporation may issue shares of its
capital stock only to a licensee as hereinabove defined, defined in
G.S. 55B-2, and such shareholders a shareholder may
voluntarily transfer such shares of stock issued to him only to another such
licensee. No share or shares of any stock of such corporation shall be
transferred upon the books of the corporation unless and until the
corporation has received a certification of the appropriate licensing board
that the transferee of such shares is a licensee as here defined. licensee.
Provided, it shall be lawful in the case of professional corporations
rendering services as defined in Chapters 83, 83A, 89A and 89C,
for non-licensed employees of such corporation to own not more than one
third one-third of the total issued and outstanding shares of such
corporation. Upon the transfer of any shares of such corporation to a
non-licensed employee of such corporation, the corporation shall inform the
appropriate licensing board of the name and address of the transferee and the
number of shares issued to such nonprofessional transferee. Any share of
stock of such corporation issued or transferred in violation of this section
shall be null and void. No shareholder of a professional corporation
shall enter into a voting trust agreement or any other type of agreement
vesting in another person the authority to exercise the voting power of any or
all of his stock.
(b) A professional corporation formed pursuant to this Chapter may issue one hundred percent (100%) of its capital stock to another professional corporation in order for that corporation (the distributing corporation) to distribute the stock of the controlled corporation to one or more shareholders of the distributing corporation in accordance with section 355 of the Internal Revenue Code of 1986. The distributing corporation shall distribute the stock of the controlled corporation within 30 days after the stock was issued to the distributing corporation. A share of stock of the controlled corporation that has not been transferred to a licensee more than 30 days after it was issued to the distributing corporation is void."
Sec. 2. This act shall become effective July 1, 1989.
In the General Assembly read three times and ratified this the 7th day of June, 1989.