reglab/housing_qa huggingface dataset:
IN Code § 23-1.5-1-13 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 1. Definitions|23-1.5-1-13. "Qualified Trust"

Sec. 13. "Qualified trust" means one (1) of the following:(1) A trust of which the entire beneficial ownership is owned by a qualified person and the trustee is a qualified person.(2) A voting trust established under IC 23-1-31, if the beneficial owner of any shares on deposit and the trustee of the voting trust are qualified persons.(3) A charitable remainder unitrust or charitable remainder annuity trust that complies with each of the following conditions:(A) Has one (1) or more current income recipients, all of whom are qualified persons.(B) Has a trustee or an independent special trustee who:(i) is a qualified person; and(ii) has exclusive authority over the shares of the professional corporation while the shares are held in the trust.(C) Has one (1) or more irrevocably designated charitable remaindermen, all of which must at all times:(i) be domiciled; or(ii) maintain a local chapter;in Indiana.(D) When distributing any assets during the term of the trust to charitable organizations, the distributions are made only to charitable organizations described in Section 170(c) of the Internal Revenue Code that:(i) are domiciled; or(ii) maintain a local chapter;in Indiana.As added by P.L.239-1983, SEC.1. Amended by P.L.149-1986, SEC.46; P.L.172-1996, SEC.4.
IN Code § 23-1.5-1-13.5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 1. Definitions|23-1.5-1-13.5. "Real Estate Professional"

Sec. 13.5. "Real estate professional" means an individual who is licensed as a real estate broker licensed under IC 25-34.1-3-4.1.As added by P.L.229-1995, SEC.4. Amended by P.L.127-2012, SEC.2.
IN Code § 23-1.5-1-14 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 1. Definitions|23-1.5-1-14. "Veterinarian"

Sec. 14. "Veterinarian" means an individual admitted to practice veterinary medicine under IC 25-38.1-3.As added by P.L.239-1983, SEC.1. Amended by P.L.2-2008, SEC.47.
IN Code § 23-1.5-2-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-1. Application of Ic 23-1

Sec. 1. IC 23-1 applies to professional corporations formed under this article. However, in the event of a conflict between this article and IC 23-1, this article applies.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-2. Performance of Administrative Functions by Bureaus

Sec. 2. All administrative functions, duties, and responsibilities assigned by this article to any licensing authority shall be performed by the appropriate bureau.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-3. Formation of Professional Corporations; Authorization of Investments; Admission of Foreign Professional Corporations

Sec. 3. (a) Except as provided in subsections (c) and (d) and IC 25-2.1-5, a professional corporation may be formed to render professional services as follows:(1) One (1) or more accounting professionals may form a professional corporation to render services that may legally be performed only by an accounting professional.(2) One (1) or more architectural or engineering professionals may form a professional corporation to render services that may legally be performed only by an architectural or engineering professional.(3) One (1) or more attorneys may form a professional corporation to render services that may legally be performed only by an attorney.(4) One (1) or more health care professionals may form a professional corporation to render services that may legally be performed only by a health care professional.(5) One (1) or more veterinarians may form a professional corporation to render services that may legally be performed only by a veterinarian.(6) One (1) or more real estate professionals may form a professional corporation to render services that may legally be performed only by a real estate professional.(b) A foreign professional corporation may be admitted to render professional services in Indiana by complying with IC 23-1.5-5.(c) A domestic professional corporation or a foreign professional corporation admitted to render professional services in Indiana:(1) shall have at least one (1) shareholder who is licensed in Indiana; and(2) may have at least one (1) shareholder who is licensed under the laws of another state to render similar professional services.(d) In addition to the professional services permitted by its articles of incorporation, a professional corporation may invest its funds in any type of investment not prohibited by law.As added by P.L.239-1983, SEC.1. Amended by P.L.229-1995, SEC.5; P.L.34-1997, SEC.3; P.L.128-2001, SEC.1.
IN Code § 23-1.5-2-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-4. Qualifications of Directors and Officers

Sec. 4. The directors of a professional corporation and all the officers other than the secretary and the treasurer must be qualified persons with respect to the corporation.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-5. Persons Rendering Professional Services; Licensing

Sec. 5. (a) A professional corporation may render professional services only through individuals permitted to render such services in Indiana. However, individuals who are not usually and ordinarily considered by custom and practice to be rendering professional services (such as clerks, bookkeepers, and technicians) are not required to be licensed to perform their services.(b) A licensed individual acting in his individual capacity may render professional services, even though the individual may be a shareholder, director, officer, employee, or agent of a professional corporation.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-6 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-6. Liability of Corporation, Shareholders, and Persons Rendering Professional Services

Sec. 6. (a) An individual who renders professional services as an employee of a professional corporation is liable for any negligent or wrongful act or omission in which he personally participates to the same extent as if he rendered such services as a sole practitioner.(b) An individual who renders professional services as an employee of a professional corporation is liable for the conduct of other employees of the professional corporation under his direction or control to the same extent a sole practitioner would be so liable.(c) A corporation whose employees perform professional services within the scope of their employment or of their apparent authority to act for the corporation is liable to the same extent as its employees.(d) Except as otherwise provided by statute or by rule of the licensing authority, the personal liability of a shareholder of a professional corporation is no greater in any respect than that of a shareholder of a corporation organized under IC 23-1.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-7 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-7. Relationship of Patient or Client to Corporation or Person Performing Professional Services; Privileged Communications

Sec. 7. (a) The relationship between an individual performing professional services as an employee of a professional corporation and a client or patient is the same as if the individual performed such services as a sole practitioner.(b) The relationship between a professional corporation performing professional services and the client or patient is the same as between the client or patient and the individual performing the services.(c) A privilege applicable to communications between a person rendering professional services and the person receiving such services recognized under Indiana law remains inviolate and extends to a professional corporation and its employees in all cases in which it applies to communications between an individual rendering professional services on behalf of the corporation and the person receiving such services.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-2-9.1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-9.1. Certificate of Incorporation; Requirements; Issuance

Sec. 9.1. The secretary of state may issue a certificate of incorporation under this article if the articles of incorporation:(1) meet the requirements of all of the following:(A) IC 23-1-21-2;(B) IC 23-0.5-3, with respect to names; and(C) this article; and(2) include any other information required by the secretary of state to determine proper licensure or qualification of the proposed corporation or shareholders of the proposed corporation to incorporate under state law.As added by P.L.52-2018, SEC.39.
IN Code § 23-1.5-2-11.1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 2. Administrative Provisions|23-1.5-2-11.1. Biennial Report

Sec. 11.1. A professional corporation must file a biennial report under IC 23-0.5-2-13.As added by P.L.34-1997, SEC.4. Amended by P.L.52-2018, SEC.40.
IN Code § 23-1.5-3-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 3. Ownership|23-1.5-3-1. Shares; Issuance; Transfer

Sec. 1. (a) Except as provided in IC 25-2.1-5, a professional corporation may issue shares, fractional shares, and rights or options to purchase shares only to:(1) individuals who are authorized by Indiana law or the laws of another state to render a professional service permitted by the articles of incorporation of the corporation;(2) general partnerships in which all the partners are authorized by Indiana law or the laws of another state to render a professional service permitted by the articles of incorporation of the corporation;(3) professional corporations authorized by Indiana law or the laws of another state to render a professional service permitted by the articles of incorporation of the corporation; and(4) the trustee of a qualified trust.(b) When determined necessary by the licensing authority for any profession in order to prevent violations of the ethical standards of the profession, the licensing authority may by rule further restrict, condition, or abridge the authority of professional corporations to issue shares, but no such rule may, of itself, have the effect of causing a shareholder of a professional corporation at the time the rule becomes effective to become a disqualified person. All shares issued in violation of:(1) this section; or(2) any rule adopted by a licensing authority as provided by this section;are void.(c) Except as provided in IC 25-2.1-5, a shareholder of a professional corporation may transfer or pledge shares, fractional shares, and rights or options to purchase shares of the corporation only to individuals, general partnerships, professional corporations, and trustees of qualified trusts qualified under this article to own shares issued directly to them by the professional corporation. A transfer of shares in violation of this subsection is void; however, this subsection does not apply to the transactions described in section 3 of this chapter.(d) Each certificate representing shares of a professional corporation must state conspicuously upon its face that the shares represented by that certificate are subject to:(1) restrictions on transfer imposed by this article; and(2) such restrictions on transfer as may be imposed by the licensing authority under this article.(e) This section does not permit or authorize an individual to practice within Indiana any profession with respect to which a license or registration is required by the state without the individual being licensed or registered under the laws of the state.As added by P.L.239-1983, SEC.1. Amended by P.L.34-1997, SEC.5; P.L.128-2001, SEC.2.
IN Code § 23-1.5-3-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 3. Ownership|23-1.5-3-2. Authority to Purchase Shares From Disqualified Persons

Sec. 2. A professional corporation may purchase its own shares from a disqualified person without regard to the availability of capital or earned surplus for the purchase; however, no purchase of or payment for its own shares may be made at a time when the corporation is insolvent or when the purchase or payment would make it insolvent.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-3-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 3. Ownership|23-1.5-3-4. Proxies; Voting Trusts

Sec. 4. (a) A proxy for shares of a professional corporation is valid only if it is given to a qualified person of that corporation.(b) A voting trust with respect to shares of a professional corporation is valid only if all the trustees and beneficiaries of the voting trust are qualified persons.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-3-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 3. Ownership|23-1.5-3-5. Powers of Administrator, Executor, Guardian, and Others of Estate of Shareholder Who Holds All Outstanding Shares

Sec. 5. This section applies to an administrator, executor, guardian, conservator, or receiver of the estate of a shareholder of a professional corporation who holds all of the outstanding shares of the corporation. Such a person may:(1) exercise voting rights; and(2) serve as a director and officer of the corporation;for the purposes of amending the articles of incorporation as provided in IC 23-1.5-4-2 or dissolving the corporation.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-3-6.1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 3. Ownership|23-1.5-3-6.1. Professional Corporation; Notice of Changes

Sec. 6.1. (a) A professional corporation shall notify the secretary of state of a change:(1) in the ownership of any share in the professional corporation; or(2) to the professional corporation's business address;not more than thirty (30) days after the date on which the change occurs.(b) The notice of change in ownership described in subsection (a) must include the name and post office address of the transferor shareholder and the transferee shareholder.(c) The notice of change in business address described in subsection (a) must include the street address of the previous location and the street address of the new location of the professional corporation.As added by P.L.52-2018, SEC.41.
IN Code § 23-1.5-4-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-1. Merger and Consolidation

Sec. 1. (a) A professional corporation may merge or consolidate with another corporation, domestic or foreign, only if every shareholder of each corporation is qualified to be a shareholder of the surviving or new corporation.(b) Upon the merger or consolidation of a professional corporation, if the surviving or new corporation is to render professional services in Indiana, it shall comply with this article.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-4-2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-2. Cessation of Professional Services

Sec. 2. (a) If a professional corporation ceases to render professional services, the corporation shall:(1) amend its articles of incorporation to delete from its stated purposes the rendering of professional services; and(2) conform to the requirements of IC 23-1 regarding its corporate name.(b) The corporation may then continue in existence as a corporation under IC 23-1 and is no longer subject to this article.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-4-3 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-3. Involuntary Dissolution

Sec. 3. (a) A professional corporation formed under this article may be involuntarily dissolved as provided by IC 23-1-47.(b) In addition to the causes specified in IC 23-1-47 for the involuntary dissolution of a corporation, a failure to comply with this article is a cause for the involuntary dissolution of a professional corporation under IC 23-0.5-6.As added by P.L.239-1983, SEC.1. Amended by P.L.34-1987, SEC.278; P.L.118-2017, SEC.30.
IN Code § 23-1.5-4-4 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-4. Right of Corporation to Accept This Article

Sec. 4. (a) Any corporation organized under Indiana law for any purpose or purposes for which a corporation might be organized under this article, and existing on September 1, 1983, may accept this article, and avail itself of the rights and privileges provided by this article, by complying with this article. Without limitation, this right to accept this article extends to any corporation formed under this or any other general statute, for any purpose or purposes for which a corporation might be organized under this article, if the corporation existed on or after September 1, 1983, or if its articles of incorporation fix a time of corporate existence that has terminated or thereafter terminates, if this corporation files its articles of acceptance within two (2) years after such termination. The acceptance of this article may be effected by the officer, directors, and members of the corporation or by persons acting as such.(b) Upon acceptance and compliance with the requirements of this article, the corporation shall be considered to have existed since termination and its acts, during this time, have the same validity as if performed before termination.(c) This section does not apply to any corporation whose corporate franchise has been forfeited under any other statute.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-4-5 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-5. Articles of Acceptance; Approval by Board of Directors and Members; Presentation to Secretary of State

Sec. 5. (a) The board of directors or trustees of a corporation desiring to accept this article shall, by a resolution adopted by a majority vote of the board, approve articles of acceptance setting forth the following information:(1) The name of the corporation.(2) The location of its principal office and the name and address of its resident agent.(3) The date of its incorporation.(4) A designation of the law under which it was organized.(5) A declaration that it accepts all of the terms and provisions of this article.(6) A restatement of those provisions of its articles of incorporation or association that it desires to have continued in effect, as long as the provisions restated would have been authorized by this article as provisions of original articles of incorporation for a corporation organized under this article. Failure to restate such provisions in the articles of acceptance constitutes nonconformance to law, and the secretary of state shall refuse to file these articles of acceptance. Any provision not stated in its articles of acceptance is not effective after the articles are filed; however, this subdivision does not prevent any corporation from adopting and filing amended articles of acceptance that make the articles conform to this subdivision. Amended articles of acceptance shall be filed and recorded in the same manner as required for original articles of acceptance.(b) The resolution of the board of directors approving the articles of acceptance must direct that the articles be submitted to a vote of those members of the corporation who are entitled to vote in respect to the articles, at a designated meeting, which may be an annual meeting of members or a special meeting of those members who are entitled to vote. If the designated meeting is an annual meeting, notice of the submission of the articles of acceptance shall be included in the notice of the annual meeting. If it is a special meeting, it shall be called by the resolution designating the meeting and notice shall be given at the time and in the manner provided in IC 23-17-10.(c) The articles of acceptance approved by the board of directors shall be submitted to a vote of the members as provided in subsection (b). To be adopted, they must receive the affirmative votes of two-thirds (2/3) of the members entitled to vote.(d) Upon approval and adoption, the articles of acceptance:(1) shall be signed in duplicate, in the form prescribed by the secretary of state, by any current officer of the corporation and verified and affirmed subject to penalties for perjury; and(2) shall be presented in duplicate to the secretary of state at his office, accompanied by those fees prescribed by law.As added by P.L.239-1983, SEC.1. Amended by P.L.179-1991, SEC.27.
IN Code § 23-1.5-4-6 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-6. Articles of Acceptance; Approval by Secretary of State

Sec. 6. Upon the presentation of the articles of acceptance, the secretary of state, if he finds they conform to the requirements of section 5 of this chapter, shall endorse his approval upon both of the copies of the articles, and, when all fees have been paid as required by law, shall:(1) file one (1) copy of the articles in his office;(2) issue a certificate of acceptance; and(3) return to the corporation the remaining copy of the articles of acceptance, bearing the endorsement of his approval, together with the certificate of acceptance.As added by P.L.239-1983, SEC.1.
IN Code § 23-1.5-4-7 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 1.5. Professional Corporations|Chapter 4. Change of Corporate Form|23-1.5-4-7. Certificate of Acceptance; Issuance

Sec. 7. The acceptance becomes effective upon issuance of a certificate of acceptance by the secretary of state. The corporation is entitled to all rights and privileges and is subject to all penalties, liabilities, and restrictions provided by this article granted to or imposed upon corporations organized under this article. The articles of incorporation shall be considered to be amended to the extent, if any, that any provision or provisions of the articles are restated in the articles of acceptance.As added by P.L.239-1983, SEC.1.