Title 8 — Corporations
3 chapters · 37 sections in this title.
8 Del. C. § 601. Legislative intent.
0.4K chars
§ 601. Legislative intent. It is the legislative intent to provide for the incorporation of an individual, or group of individuals who render the same professional service or qualified related professional services to the public, for which such individuals are required by law to …
8 Del. C. § 602. Short title.
0.1K chars
§ 602. Short title. This chapter may be cited as “The Professional Service Corporation Act.”8 Del. C. 1953, § 602; 57 Del. Laws, c. 127.;
8 Del. C. § 603. Definitions.
1.7K chars
§ 603. Definitions. As used in this chapter the following words shall have the meaning indicated: (1) The term “professional service” shall mean any type of personal service to the public which requires as a condition precedent to the rendering of the service the obtaining of a l…
8 Del. C. § 604. Exemptions.
0.9K chars
§ 604. Exemptions. This chapter shall not apply to any individual or groups of individuals within this State who, prior to June 7, 1969, were permitted to organize a corporation and perform personal services to the public by the means of a corporation, and this chapter shall not …
8 Del. C. § 605. Authority to organize; law governing.
0.9K chars
§ 605. Authority to organize; law governing. One or more persons, each of whom is duly licensed or otherwise legally authorized to render the same professional service or any of the qualified related professional services within this State, may organize and become a shareholder o…
8 Del. C. § 606. Number of directors; officers.
0.7K chars
§ 606. Number of directors; officers. A professional corporation which has only 1 shareholder need have only 1 director, who shall be the shareholder. The 1 shareholder shall also serve as the president of the professional corporation. The other officers of the professional corpo…
8 Del. C. § 607. Rendition of professional services through licensed officers, employees and agents.
1.5K chars
§ 607. Rendition of professional services through licensed officers, employees and agents. No professional corporation may render professional services except through its officers, employees and agents who are duly licensed or otherwise legally authorized to render such professio…
8 Del. C. § 608. Chapter not to affect professional relationship; legal liabilities and standards for professional conduct; negligence; attachment of assets.
2.2K chars
§ 608. Chapter not to affect professional relationship; legal liabilities and standards for professional conduct; negligence; attachment of assets. Nothing contained in this chapter shall be interpreted to abolish, repeal, modify, restrict or limit the law now in effect in this S…
8 Del. C. § 609. Engaging in other business prohibited.
0.7K chars
§ 609. Engaging in other business prohibited. No professional corporation shall engage in any business other than the rendering of the professional services set forth in its certificate of incorporation; provided, however, nothing in this chapter or in any other provisions of exi…
8 Del. C. § 610. Issuance of capital stock to licensed individuals; voting trust agreements prohibited; holding of stock by shareholder’s estate.
1.6K chars
§ 610. Issuance of capital stock to licensed individuals; voting trust agreements prohibited; holding of stock by shareholder’s estate. No professional corporation may issue any of its capital stock to anyone other than an individual who is duly licensed or otherwise legally auth…
8 Del. C. § 611. Disqualification of officer, shareholder, agent or employee.
1.3K chars
§ 611. Disqualification of officer, shareholder, agent or employee. (a) Any officer, employee, agent or shareholder of a professional corporation shall forthwith sever all employment with, and financial interests in, the professional corporation in the event that such person: (1)…
8 Del. C. § 612. Sale or transfer of shares.
2.1K chars
§ 612. Sale or transfer of shares. Except as provided in § 616 of this title, no shareholder of a professional corporation may sell or transfer such shareholder’s shares in the professional corporation, except to the professional corporation, or to another individual who is eligi…
8 Del. C. § 613. Price for shares.
1.0K chars
§ 613. Price for shares. If the certificate of incorporation or bylaws of a professional corporation, or a separate contract among all of the shareholders of the professional corporation and, if such contract provides for redemption, the professional corporation itself, fails to …
8 Del. C. § 614. Perpetual corporate existence.
0.2K chars
§ 614. Perpetual corporate existence. A professional corporation shall have perpetual existence until dissolved in accordance with other provisions of this chapter.8 Del. C. 1953, § 614; 57 Del. Laws, c. 127; 80 Del. Laws, c. 184, § 1;
8 Del. C. § 615. Conversion into business corporation.
0.6K chars
§ 615. Conversion into business corporation. Whenever all shareholders of a professional corporation cease at any time, and for any reason, to be licensed, certified or registered in the particular professional service or at least 1 of the qualified related professional services …
8 Del. C. § 616. Time for transfer of shares upon death or disqualification.
1.9K chars
§ 616. Time for transfer of shares upon death or disqualification. Within 375 days following the date of death of a shareholder, or within 30 days following such shareholder’s disqualification to own shares in the professional corporation, as provided in this chapter, all of the …
8 Del. C. § 617. Corporate name.
1.4K chars
§ 617. Corporate name. The corporate name of a professional corporation shall contain either a word or words descriptive of the professional service to be rendered by the professional corporation, or any of the qualified related professional services to be rendered by the profess…
8 Del. C. § 618. Applicability of General Corporation Law; consolidation or merger of professional corporations; annual report.
1.4K chars
§ 618. Applicability of General Corporation Law; consolidation or merger of professional corporations; annual report. This title shall be applicable to a corporation organized pursuant to this chapter, except to the extent that any of the provisions of this chapter are interprete…
8 Del. C. § 619. Construction of chapter.
1.1K chars
§ 619. Construction of chapter. (1) This chapter shall not be construed as repealing, modifying or restricting the applicable provisions of law relating to incorporations, sales of securities, or regulating the several professions enumerated in this chapter, except insofar as suc…