reglab/housing_qa huggingface dataset:
MD. Corporations and Associations Code Ann. §  4A-1207 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 4A - Limited Liability Company Act|Subtitle 12 - Benefit Limited Liability Companies|Section 4A-1207 - Duties of Manager

    (a)    A person managing the business and affairs of a benefit limited liability company:        (1)    Shall consider the effects of any action or decision not to act on:            (i)    The members of the benefit limited liability company;            (ii)    The employees and workforce of the benefit limited liability company and the subsidiaries and suppliers of the benefit limited liability company;            (iii)    The interests of customers as beneficiaries of the general or specific public benefit purposes of the benefit limited liability company;            (iv)    Community and societal considerations, including those of any community in which offices or facilities of the benefit limited liability company or the subsidiaries or suppliers of the benefit limited liability company are located; and            (v)    The local and global environment; and        (2)    May consider any other pertinent factors or the interests of any other group that the person determines are appropriate to consider.    (b)    A person managing the business and affairs of a benefit limited liability company does not have any duty on account of the factors or interests set forth in this section to:        (1)    A person that is a beneficiary of the public benefit purposes of the benefit limited liability company; or        (2)    A member of the benefit limited liability company.
MD. Corporations and Associations Code Ann. §  4A-1208 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 4A - Limited Liability Company Act|Subtitle 12 - Benefit Limited Liability Companies|Section 4A-1208 - Annual Benefit Report

    (a)    A benefit limited liability company shall deliver to each member an annual benefit report including:        (1)    A description of:            (i)    The ways in which the benefit limited liability company pursued a general public benefit during the year and the extent to which the general public benefit was created;            (ii)    The ways in which the benefit limited liability company pursued any specific public benefit that its articles of organization or operating agreement states is the purpose of the benefit limited liability company to create and the extent to which that specific public benefit was created; and            (iii)    Any circumstances that have hindered the creation by the benefit limited liability company of the public benefit; and        (2)    An assessment of the societal and environmental performance of the benefit limited liability company prepared in accordance with a third–party standard applied consistently with the prior year’s benefit report or accompanied by an explanation of the reasons for any inconsistent application.    (b)    The benefit report shall be delivered to each member within 120 days following the end of each fiscal year of the benefit limited liability company.    (c)    (1)    A benefit limited liability company shall post its most recent benefit report on the public portion of its Web site, if any.        (2)    If a benefit limited liability company does not have a public Web site, the benefit limited liability company shall provide a copy of its most recent benefit report on demand and without charge to any person who requests a copy.
MD. Corporations and Associations Code Ann. §  4A-1301 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 4A - Limited Liability Company Act|Subtitle 13 - Miscellaneous|Section 4A-1301 - Applicability of Provisions to Foreign and Interstate Commerce

    The provisions of this title shall apply to commerce with foreign nations and among the several states only as permitted by law.
MD. Corporations and Associations Code Ann. §  4A-1302 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 4A - Limited Liability Company Act|Subtitle 13 - Miscellaneous|Section 4A-1302 - Severability

    If any provision of this title or its application to any person or circumstance is held invalid, the invalidity does not affect any other provision or application of the title which can be given effect without the invalid provision or application, and to this end the provisions of this title are severable.
MD. Corporations and Associations Code Ann. §  4A-1303 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 4A - Limited Liability Company Act|Subtitle 13 - Miscellaneous|Section 4A-1303 - Short Title

    This title shall be known and may be cited as the “Maryland Limited Liability Company Act”.
MD. Corporations and Associations Code Ann. §  5-101 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-101 - Definitions

    (a)    In this subtitle the following words have the meanings indicated.    (b)    “Disqualified person” means an individual or entity that for any reason is or becomes ineligible under this subtitle to be issued stock by a professional corporation.    (c)    “Foreign professional corporation” means a professional corporation organized under the laws of another state or a territory, possession, or district of the United States.    (d)    “License” means any license, certification, certificate, registration, or other legal authorization required by statute as a condition precedent to the performance of a professional service in the State.    (e)    “Licensing unit” means the board, agency, court, or other entity that licenses or otherwise legally authorizes the rendition of a professional service.    (f)    “Professional corporation” means a corporation organized under this subtitle for the purpose of rendering professional services.    (g)    (1)    “Professional service” means a service that may lawfully be rendered only by a person licensed or otherwise authorized by a licensing unit in the State to render the service and that may not lawfully be rendered by a corporation under the Maryland General Corporation Law.        (2)    “Professional service” includes, but is not limited to, a service provided by:            (i)    An architect;            (ii)    An attorney;            (iii)    A certified public accountant;            (iv)    A chiropractor;            (v)    A dentist;            (vi)    An osteopath;            (vii)    A podiatrist;            (viii)    A physician;            (ix)    A professional engineer;            (x)    A licensed real estate broker, licensed real estate salesperson, and licensed associate real estate broker;            (xi)    A veterinarian;            (xii)    A psychologist; and            (xiii)    A physical therapist.    (h)    “Qualified person” means an individual, professional corporation, or general partnership that is eligible under this Act to be issued stock by a professional corporation.
MD. Corporations and Associations Code Ann. §  5-102 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-102 - Single or Multiple Professions; Corporate Form

    (a)    (1)    Except as permitted under subsection (b) of this section, a corporation may be a professional corporation under § 5–112 of this subtitle solely for the purpose of rendering professional services within a single profession.        (2)    Except as provided in paragraph (3) of this subsection, a corporation that is eligible to be a professional corporation under this subtitle may not organize under any other corporate form permitted by this article.        (3)    Paragraph (2) of this subsection does not apply to professional services rendered by:            (i)    An architect;            (ii)    A professional engineer;            (iii)    A licensed real estate broker, licensed real estate salesperson, or licensed associate real estate broker; or            (iv)    A veterinarian.    (b)    A corporation may be a professional corporation under § 5–112 of this subtitle for the purpose of rendering the same, similar, or related professional services within 2 or more professions.
MD. Corporations and Associations Code Ann. §  5-103 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-103 - Powers

    (a)    Except as otherwise provided in this subtitle, a professional corporation has the powers enumerated in § 2-103 of this article.    (b)    A professional corporation may be a promoter, general partner, member, associate, or manager of a partnership, joint venture, trust, or other entity if the entity is engaged solely in rendering professional services.
MD. Corporations and Associations Code Ann. §  5-104 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-104 - Limitation on Activities; Investments

    (a)    A professional corporation may not render a professional service or engage in an activity other than the professional service authorized by its articles of incorporation.    (b)    Except as provided in subsection (c) of this section, subsection (a) of this section does not prohibit a professional corporation from investing its funds in real estate, mortgages, securities, or any other type of investment.    (c)    A professional corporation may not, through any investment, subsidiary, or other means, engage or participate in the active management of any entity, association, or venture whose business purpose is not reasonably related to the rendering of a professional service authorized by its articles of incorporation.
MD. Corporations and Associations Code Ann. §  5-105 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-105 - Professional Service to Be Performed Through Licensed Individuals

    (a)    A domestic or foreign corporation may render professional services in the State only through individuals licensed or otherwise authorized in the State to render the professional services.    (b)    Subsection (a) of this section does not:        (1)    Require an individual employed by a professional corporation to be licensed to perform services for the corporation if a license is not otherwise required;        (2)    Prohibit a licensed individual from rendering professional services in his individual capacity although he is a stockholder, director, officer, employee, or agent of a domestic or foreign professional corporation; or        (3)    Prohibit an individual licensed in another state from rendering professional services for a domestic or foreign professional corporation in the State if not prohibited by the licensing unit in the State with jurisdiction over the professional service.
MD. Corporations and Associations Code Ann. §  5-106 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-106 - Corporate Name -- General Requirements

    The name of a domestic professional corporation or of a foreign professional corporation authorized to transact business in the State must comply with Title 1, Subtitle 5 of this article.
MD. Corporations and Associations Code Ann. §  5-107 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-107 - Inclusion of Stockholder's Surname; Exception

    (a)    (1)    Except as provided in paragraph (2) of this subsection, this section does not apply to a professional corporation in which a majority of stockholders are individuals who are licensed, certified, or otherwise authorized to practice a health occupation under the Health Occupations Article.        (2)    This section applies to a professional corporation that provides dental services.    (b)    The name of a domestic professional corporation or a foreign professional corporation authorized to transact business in the State shall contain the surname of one or more stockholders of the corporation unless:        (1)    The name of the corporation is approved by the appropriate licensing unit;        (2)    A certificate of authorization for use of the corporate name is issued to the corporation or to its incorporator by the appropriate licensing unit; and        (3)    The certificate of authorization for use of the corporate name issued by the licensing unit is attached to the articles of incorporation document in which the name is adopted.
MD. Corporations and Associations Code Ann. §  5-108 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-108 - Certificate of Authorization for Use of Corporate Name

    (a)    If required under § 5–107 of this subtitle to obtain a certificate of authorization for use of a corporate name, the professional corporation or its incorporator shall file an application with the appropriate licensing unit, using a form provided by the licensing unit that contains:        (1)    The name to be adopted by the corporation;        (2)    The reasons for adopting the name; and        (3)    Any other information required by the licensing unit.    (b)    The application shall be accompanied by the fee, if any, set by the licensing unit.    (c)    (1)    Upon receipt of the application and fee under subsections (a) and (b) of this section, the licensing unit shall consult with and obtain the approval of the professional organization, if one exists, to which a majority of individuals in the State rendering the professional service belong.        (2)    In determining the appropriateness of the proposed corporate name, the professional organization shall consider the established ethical standards, rules, and regulations of the profession.    (d)    If the licensing unit and, if required, the professional organization approve of the proposed corporate name, the licensing unit shall issue a certificate of authorization for use of a corporate name to the corporation or its incorporator.    (e)    Any licensing unit with jurisdiction over the professional service mentioned in the corporation’s articles of incorporation may approve the adoption and use of a corporate name under the provisions of §§ 5–106 through 5–108 of this subtitle.
MD. Corporations and Associations Code Ann. §  5-109 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-109 - Issuance of Stock

    (a)    A professional corporation may issue stock, rights, and options to purchase stock to:        (1)    An individual who is authorized by law in this or another state to render a professional service named in the corporation’s articles of incorporation;        (2)    A general partnership in which all the partners are qualified persons with respect to the professional corporation and in which at least one partner is authorized by law in this State to render a professional service named in the corporation’s articles of incorporation; and        (3)    A professional corporation, domestic or foreign, provided that the professional corporation receiving the stock is organized to perform the same professional service as the professional corporation issuing the stock.    (b)    (1)    If a licensing unit with jurisdiction over a profession considers it necessary to prevent a violation of the ethical standards of the profession, the unit may, by regulation, restrict or condition, or revoke in part, the authority of a professional corporation to issue stock subject to its jurisdiction.        (2)    A regulation adopted under this subsection does not, of itself, make a stockholder of a professional corporation a disqualified person at the time the regulation becomes effective.    (c)    Stock issued in violation of this section or of a regulation adopted under this section is void from the date issued.
MD. Corporations and Associations Code Ann. §  5-110 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-110 - Statement on Stock Certificate

    The following statement must appear in conspicuous type on each stock certificate issued by a professional corporation:    “The transfer of stock of a professional corporation is restricted by the Maryland Professional Service Corporation Act and is subject to further restriction imposed from time to time by the licensing unit. Stock of a professional corporation is also subject to a statutory compulsory repurchase obligation.”
MD. Corporations and Associations Code Ann. §  5-111 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-111 - Transfer of Stock

    (a)    A stockholder of a professional corporation may transfer or pledge stock, fractional stock, and rights or options to purchase stock of the corporation only to a qualified person.    (b)    A transfer of stock made in violation of subsection (a) of this section, except a transfer made by operation of law or by court judgment, is void.
MD. Corporations and Associations Code Ann. §  5-112 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-112 - Electing to Be Professional Corporation

    (a)    A corporation may elect to be a professional corporation under this subtitle by including in the articles of incorporation a statement that:        (1)    The corporation is a professional corporation; and        (2)    The corporation’s purpose is to render the professional services specified.    (b)    A corporation incorporated in the State may elect professional corporation status by amending its articles of incorporation to comply with subsection (a) of this section and §§ 5-106 through 5-108 of this subtitle.    (c)    A corporation that, prior to the effective date of this subtitle, was a duly organized professional corporation in the State shall be deemed a duly organized professional corporation under this subtitle.
MD. Corporations and Associations Code Ann. §  5-113 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-113 - Acquisition of Stock Upon Death or Disqualification of Stockholder; General Requirements

    (a)    A professional corporation shall acquire, or cause to be acquired by a qualified person, the stock of a stockholder, at a price that represents the fair value of the stock as of the date of death or disqualification of the stockholder or transfer of the stock if:        (1)    The stockholder dies;        (2)    Except as provided in subsection (c) of this section, the stockholder becomes a disqualified person; or        (3)    Except as provided in subsection (c) of this section, the stock is transferred by operation of law or court judgment to a disqualified person.    (b)    (1)    If the price for stock is determinable in accordance with the articles of incorporation or bylaws of the corporation, or by private agreement, that price controls.        (2)    If the price is not determinable, under paragraph (1) of this subsection, the corporation shall acquire the stock in accordance with the provisions of § 5-114 of this subtitle.        (3)    If the disqualified person rejects the corporation’s purchase offer, either the disqualified stockholder, personal representative, transferee, or the corporation may commence a proceeding under § 5-115 of this subtitle to determine the fair value of the stock.    (c)    This section does not require the acquisition of stock in the event of disqualification if the disqualification lasts less than 5 months from the date the disqualification or transfer occurs.    (d)    This section and § 5-114 of this subtitle do not prevent or relieve a professional corporation from paying pension benefits or other deferred compensation to a former stockholder if otherwise permitted by law, including amounts payable pursuant to an agreement between a judge and his former law firm as provided in § 1-203 of the Courts Article.    (e)    A provision for the acquisition of stock contained in a professional corporation’s articles of incorporation or bylaws, or in a private agreement, is specifically enforceable.
MD. Corporations and Associations Code Ann. §  5-115 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-115 - Proceeding to Determine Fair Value

    (a)    (1)    A proceeding under § 5-114(c) or (d) of this subtitle to determine the fair value of stock shall be filed in the circuit court for the county where the corporation’s principal office or registered office is located.        (2)    The corporation shall make the disqualified stockholder a party to the proceeding as in an action against the stockholder’s stock.        (3)    The jurisdiction of the court in which the proceeding is filed is plenary and exclusive.    (b)    (1)    The court may appoint one or more persons as appraisers to receive evidence and make recommendations on the question of fair value.        (2)    The appraisers under paragraph (1) of this subsection have the powers described in the order appointing them.    (c)    The disqualified stockholder is entitled to judgment for the fair value of his stock determined by the court as of the date of death, disqualification, or transfer, together with interest from that date at a rate found by the court to be fair and equitable.    (d)    The court may order the judgment to be paid in installments.
MD. Corporations and Associations Code Ann. §  5-116 (2021)
2021 Maryland Statutes|Corporations and Associations|Title 5 - Special Types of Corporations|Subtitle 1 - Professional Service Corporations|Section 5-116 - Assessment of Costs and Fees in Appraisal Proceeding

    (a)    (1)    In an appraisal proceeding commenced under § 5-115 of this subtitle, the court shall determine all costs of the proceeding, including the reasonable compensation and expenses of appraisers appointed by the court, and shall assess the costs against the professional corporation.        (2)    The court may assess costs against the disqualified stockholder, in an amount the court finds equitable, if the court finds that the stockholder acted arbitrarily or in bad faith in refusing to accept the corporation’s offer.    (b)    The court may assess the fees and expenses of counsel and experts for the disqualified stockholder against the corporation and in favor of the disqualified stockholder if the court finds that the fair value of the stock substantially exceeded the amount offered by the corporation or that the corporation did not make an offer.