reglab/housing_qa huggingface dataset:
MA Gen L ch 156a § 4 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 4 - Applicable Provisions; Powers and Duties

Section 4. (a) Chapter 156D shall apply to professional corporations and which shall enjoy the powers and privileges, and be subject to the duties, restrictions and liabilities of corporations organized under said chapter, except where inconsistent with this chapter.  (b) A professional corporation may own real and personal property necessary or appropriate for rendering the professional service it was organized to render, and may invest its funds in real estate, mortgages, stocks, bonds, or any other type of investment.
MA Gen L ch 156a § 5 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 5 - Rendition of Professional Services; Construction of Chapter

Section 5. A professional corporation may render professional services in the commonwealth only through its officers, employees and agents who are duly licensed to render such professional services in the commonwealth; provided, however, that nothing in this chapter shall be construed (a) to require any person who is employed by a professional corporation to be licensed to perform services for which no license is otherwise required, (b) to prohibit the rendering of professional services by a licensed natural person acting in his individual capacity, notwithstanding that such person may be a shareholder, director, officer, employee or agent of a professional corporation, or (c) to prohibit unlicensed persons employed by a professional corporation from rendering professional services under the supervision of licensed officers, employees or agents of such professional corporation, to the extent permitted by law or the regulations of the applicable regulating board.
MA Gen L ch 156a § 6 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 6 - Shareholder Liability; Professional Relationship; Privileged Communications

Section 6. (a) Except as otherwise provided by law or regulation, the personal liability of a shareholder of a professional corporation organized under this chapter shall be no greater in any respect than that of a shareholder of a corporation organized under chapter 156D.  (b) This chapter shall 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.  (c) Any privilege applicable to communications between a person rendering professional services and the person receiving such services shall extend to communications between a professional corporation or its employees rendering professional services and the person receiving such services.
MA Gen L ch 156a § 7 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 7 - Organization; Content of Articles of Organization

Section 7. One or more individuals, each of whom is licensed to perform a professional service, may organize a professional corporation by complying with Part 2 of chapter 156D. The articles or organization of a professional corporation shall contain the following:  (a) corporate purposes indicating the professional services to be rendered;  (b) the names and residence addresses of all of the original shareholders, directors and officers;  (c) a certificate by the appropriate regulating board or boards that each of the incorporators, the president and any vice presidents, a majority of the directors and each shareholder is duly licensed to render a professional service permitted by the articles of organization of the corporation.
MA Gen L ch 156a § 8 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 8 - Corporate Name

Section 8. The corporate name of every professional corporation shall end with the word ''Professional Corporation'', ''Corporation'' or ''Incorporated'' or the abbreviation ''P.C.'', ''Corp.'' or ''Inc.'' or any other word or words which in the judgment of the state secretary indicates that the professional corporation is incorporated; provided, however, that a regulating board may by rule adopt further requirements as to the names of professional corporations organized to render a professional service subject to the jurisdiction of such regulating board.
MA Gen L ch 156a § 9 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 9 - Licensing of Directors and Officers

Section 9. A majority of directors of a professional corporation and all of its officers except the treasurer, clerk, secretary and any assistant treasurer, assistant clerk or assistant secretary shall be licensed in the commonwealth to render a professional service permitted by the articles of organization of the corporation.
MA Gen L ch 156a § 10 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 10 - Issue or Transfer of Shares, or Rights or Options to Purchase

Section 10. (a) A professional corporation may issue shares, fractional shares, and rights or options to purchase shares only to:  (1) natural persons who are licensed in the commonwealth or in any other state or territory of the United States or the District of Columbia to render a professional service permitted by the articles of organization of the corporation;  (2) general or registered limited liability, partnerships in which all the partners are natural persons described in subparagraph (1);  (3) professional corporations authorized by law to render a professional service permitted by the articles of organization of the corporation.  (4) business corporations authorized by law to engage in the rendering of the professional services permitted by the articles of organization of the professional corporation; and  (5) limited liability companies authorized by law to engage in the rendering of the professional services permitted by the articles of organization of the professional corporation.  (b) A regulating board may by rule further restrict the authority of professional corporations to issue or transfer shares, but no such rule shall have the effect of causing a shareholder of a professional corporation at the time such rule becomes effective to become a disqualified person.  (c) A shareholder of a professional corporation may transfer shares and rights or options to purchase shares of the corporation only to qualified persons, as defined herein; provided, however, that, subject to sections twelve and thirteen, nothing herein shall prohibit the pledge of shares of a professional corporation to a disqualified person or the transfer of such shares by operation of law or court decree to a disqualified person.  (d) Nothing herein shall prevent a professional corporation from adopting other restrictions on the transfer of its shares or requiring that transferees be approved by its shareholders or directors under provisions of its articles of organization, by-laws or an agreement binding upon all of its shareholders.  (e) Every certificate issued representing shares of a professional corporation shall state thereon in bold print that the shares represented thereby are subject to restrictions on transfer imposed by this chapter and any further restrictions on transfer imposed by the appropriate regulating board or boards from time to time pursuant to this chapter.  (f) All transfers of shares in violation of this section shall be void.
MA Gen L ch 156a § 11 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 11 - Proxies; Voting Trusts

Section 11. No proxy for shares of a professional corporation shall be valid unless it shall be given to a qualified person, or unless it is limited to voting for one or more of the actions described in subsection (a) of section thirteen under the circumstances described therein. A voting trust with respect to shares of a professional corporation shall not be valid unless all the trustees and beneficiaries thereof are qualified persons, except that such voting trust may be validly continued for a period of not more than six months after the death of a trustee or beneficiary or for a period of not more than six months after a trustee or beneficiary has become a disqualified person.
MA Gen L ch 156a § 12 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 12 - Purchase or Redemption of Shares by Corporation; Contingencies; Time

Section 12. (a) It shall be provided in the articles or organization or by-laws of a professional corporation, or in an agreement binding upon all of its shareholders, that the corporation shall redeem all of the shares of a shareholder upon the occurrence of any one or more of the following events, unless the provisions of section thirteen apply or said shares are transferred to a qualified person within twelve months after occurrence of the event:  (1) If such shareholder dies;  (2) If such shareholder is determined to be disqualified to render professional service for a period of six months or more;  (3) If such shareholder is determined, in the manner set forth in the applicable instrument, to be incompetent or permanently disabled so as to be unable to render any professional services on behalf of the corporation;  (4) If any of the shares of such shareholder are transferred voluntarily or by operation of law to a disqualified person; or  (5) If any other event specified in the Articles of organization or by-laws or said shareholder agreement shall occur.  (b) The redemption of shares shall take place within twelve months after the occurrence of any of the events described in subsection (a), unless a shorter time is specified in the articles of organization, by-laws or said shareholder agreement. The consideration for such redemption shall be an amount equal to the fair value of such shares on the date of said event, unless otherwise provided in the articles of organization, by-laws or said shareholder agreement. In lieu of such redemption, all the shares of such shareholder may be transferred to a qualified person within such twelve month period.  (c) If a redemption or transfer of any shares of a professional corporation is not completed within the prescribed time period, such shares may be cancelled by the corporation and the holder shall have no further interest or rights of a shareholder of the corporation other than the right to receive an amount equal to the fair value of his shares under subsection (b), unless otherwise provided in the articles of organization, by-laws or said shareholder agreement.  (d) Nothing herein shall affect the obligations of a professional corporation to a shareholder whose interest in the corporation is terminated hereunder with respect to compensation, benefits or other matters accrued prior to his termination or disqualification.  (e) During the pendency of a redemption or transfer hereunder of the shares of a shareholder who is deceased, disabled or incompetent, said shares may be voted by the personal representatives of such shareholder.
MA Gen L ch 156a § 13 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 13 - Liquidation, Dissolution or Merger of Corporation

Section 13. (a) If any of the events described in subsection (a) of section twelve shall occur with respect to the sole shareholder of a professional corporation or if the corporation is disqualified from rendering, or will cease rendering, any further professional services pursuant to this chapter, in lieu of or in addition to the redemption or transfer of the shares of such shareholder under said section twelve, within twelve months thereafter  (1) the corporation shall be liquidated and dissolved;  (2) the corporation shall be merged into or consolidated with a corporation qualified to render the same professional service or services; or  (3) the corporation shall be merged into, consolidated with or changed by articles of amendment into a corporation organized pursuant to chapter 156D in accordance with section 14.  In the event that such action has not been taken within such twelve month period, the corporation shall cease rendering any professional service until all its shares are owned by one or more qualified persons and the corporation is otherwise in compliance with the terms of this chapter.  (b) During the pendency of action under subsection (a), persons may be elected or appointed as the officers or directors of a professional corporation who are not qualified to render professional services on its behalf, and its shares may be voted by the personal representatives of a shareholder who is deceased, disabled or incompetent.
MA Gen L ch 156a § 14 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 14 - Merger Into or Consolidation With Business Corporation

Section 14. A professional corporation which has ceased to render any professional services under this chapter or which is permitted to render professional services as a business corporation organized under chapter 156D may change its status by merging into or consolidating with the business corporation or by filing articles of amendment to change its name, where necessary, and purposes to those of the business corporation.
MA Gen L ch 156a § 15 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 15 - Dissolution

Section 15. If action required by section 12 or 13 is not taken within the prescribed time period, or it shall be established that a professional corporation has failed to comply with this chapter, the state secretary may dissolve the corporation in accordance with section 14.21 of subdivision B of Part 14 of chapter 156D. The state secretary may also dissolve a professional corporation upon receipt of a certificate from any regulating board with jurisdiction stating that such corporation has failed to comply with the requirements of such board so as to give due cause for its dissolution, which certificate shall recite pertinent facts to support the requested dissolution. A copy of such certificate shall be given to such corporation at least sixty days in advance of said dissolution.
MA Gen L ch 156a § 16 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 16 - Merger or Consolidation With Another Corporation

Section 16. (a) Except as provided in section fourteen, a professional corporation may merge or consolidate with another corporation, domestic or foreign, only if every shareholder of each corporation is a qualified person with respect to the surviving or resulting corporation.  (b) Upon the merger or consolidation of a professional corporation, if the surviving or resulting corporation is to render professional services in the commonwealth, it shall comply with the provisions of this chapter.
MA Gen L ch 156a § 18 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 18 - Annual Report

Section 18. The annual report of a professional corporation or a foreign professional corporation shall, in addition to the information required by section 16.22 of subdivision B of Part 16 of chapter 156D, shall list the names and addresses of all shareholders and shall contain a certification that the shareholders, or all of the partners of a shareholder which is a general partnership are duly licensed to render 1 or more professional services for which the corporation was organized or are professional corporations authorized to render the professional services. A duplicate original copy of each annual report shall be filed at the same time with the regulating board. No filing fee shall be charged by the regulating board for such filing.
MA Gen L ch 156a § 19 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156a - Professional Corporations|Section 19 - Regulating Boards; Rules; Authority or Duties

Section 19. Each regulating board in the commonwealth is hereby authorized to promulgate rules for professional corporations consistent with this chapter which are deemed necessary in the public interest or required by the public health or welfare or by generally recognized standards of professional conduct. Nothing in this chapter shall restrict or limit in any manner the authority or duty of regulating board with respect to natural persons rendering a professional service within the jurisdiction of the licensing authority, or any law, rule or regulation pertaining to standards of professional conduct.
MA Gen L ch 156b § 1 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156b - Certain Business Corporations|Section 1 - Short Title

Section 1. This chapter shall be known and may be cited as the Business Corporation Law.
MA Gen L ch 156b § 2 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156b - Certain Business Corporations|Section 2 - Definitions; Corporation; Articles of Organization

Section 2. In this chapter, unless a contrary intention appears:  (a) ''corporation'' shall mean a corporation to which, under section three, this chapter applies; and  (b) ''articles of organization'' of a corporation shall mean its articles of organization, including any special act of incorporation, as from time to time amended by any of the following amendments:  (1) a certificate of a vote adopting the provisions of this chapter filed pursuant to section five;  (2) a certificate of a vote establishing a series filed pursuant to section twenty-six;  (3) articles of amendment filed pursuant to section seventy-two or section seventy-three;  (4) restated articles of organization filed pursuant to section seventy-four;  (5) articles of consolidation or merger filed pursuant to section seventy-eight, section seventy-nine, section eighty-two or section eighty-three;  (6) articles of dissolution filed pursuant to section one hundred; and  (7) a certificate as to the revival of a corporation filed pursuant to section one hundred and eight.
MA Gen L ch 156b § 3 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156b - Certain Business Corporations|Section 3 - Application of Chapter

Section 3. Except so far as such application may be inconsistent with (i) provisions still in force of any special acts of incorporation, enacted before March eleventh, eighteen hundred and thirty-one, and not subject to amendment, alteration or repeal by the general court, or (ii) provisions of chapter one hundred and fifty-six A applicable to professional corporations incorporated thereunder, this chapter shall apply to:  (a) all domestic corporations having capital stock whether established before or after October first, nineteen hundred and sixty-five, either by general or special law, for the purpose of carrying on business for profit except corporations organized for the purpose of carrying on the business of a bank, savings bank, co-operative bank, trust company, credit union, surety or indemnity company, or safe deposit company, or for the purpose of carrying on within the commonwealth the business of an insurance company, railroad, electric railroad, street railway or trolley motor company, telegraph or telephone company, gas or electric light, heat or power company, canal, aqueduct or water company, cemetery or crematory company, any other corporations which on October first, nineteen hundred and sixty-five have or may thereafter have the right to take land within the commonwealth by eminent domain or to exercise franchises in public ways granted by the commonwealth or by any county, city or town, and corporations subject to chapter one hundred and fifty-seven and corporations subject to chapter one hundred and fifty-seven A; and  (b) notwithstanding anything to the contrary in clause (a), all other corporations to which this chapter is made applicable by the express provisions of any other general or special law to the extent provided thereby.
MA Gen L ch 156b § 4 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156b - Certain Business Corporations|Section 4 - Rights and Liabilities of Existing Corporations, Directors, Officers and Stockholders

Section 4. All corporations existing on October first, nineteen hundred and sixty-five and their directors, officers and stockholders shall be entitled to all the rights, privileges and immunities and be subject to all the liabilities set forth in this chapter to the same extent as corporations formed under this chapter and their directors, officers and stockholders; provided that this chapter shall not take away or impair any remedy which may exist by law against a corporation existing on said date, its directors, officers or stockholders, for a liability incurred prior thereto.
MA Gen L ch 156b § 5 (2021)
2021 Massachusetts General Laws|Part I - Administration of the Government|Title XXII - Corporations|Chapter 156b - Certain Business Corporations|Section 5 - Adoption of Chapter by Certain Corporations Created by Special Act; Liability for Debts

Section 5. Corporations which would otherwise be within the application of this chapter pursuant to clause (a) of section three, but which were created before March eleventh, eighteen hundred and thirty-one by any special act not subject to amendment, alteration or repeal by the general court, may, at a legal meeting of the stockholders duly called therefor, by vote of two thirds of each class of stock outstanding and entitled to vote, adopt the provisions of this chapter. A certificate of such vote signed under the penalties of perjury by the president or a vice president and the clerk or an assistant clerk shall be submitted to the state secretary. Such vote shall become effective when such certificate is filed in accordance with section six, and thereupon such corporation and its directors, officers and stockholders shall be entitled to all the rights, privileges and immunities and be subject to all the liabilities set forth in this chapter, and no director, officer or stockholder in such corporation shall be liable for debts of the corporation contracted after the filing of such certificate except for the causes and in the manner provided in this chapter.