This section gives the official name of this part of the law, which is the “Moscone-Knox Professional Corporation Act.” It doesn’t explain what the act does, just what it’s called.

This section explains the meanings of several terms related to professional corporations in California. 'Professional services' are those that require special licenses or certifications, like those in medicine or law. A 'professional corporation' is a company that provides these services in one field and follows certain registration rules, although some professionals like doctors or nurses don't need extra certificates. A 'foreign professional corporation' is one from another state that offers similar services. A 'licensed person' is someone officially allowed to provide these services, while a 'disqualified person' cannot, due to legal issues.

This section expands the meaning of 'professional services' to include services that require a special license, certification, or registration under the Yacht and Ship Brokers Act, which governs yacht and ship brokerage services.

This law explains which licensed professionals are allowed to own shares, hold positions, or work in certain professional corporations. It specifies that certain professionals, like nurses or chiropractors, can own up to 49% of a professional corporation's shares. The law lists different types of professional corporations, such as medical or audiology corporations, and details which licensed professionals can be involved with each type. The law assures that employment is not restricted only to the licensed professionals mentioned.

This section clarifies that certain existing or future corporations that can legally offer professional services under other codes don't have to follow this specific part of the law. It also states that just because a corporation conducts business with a state-issued license or registration doesn't automatically make it a professional corporation, unless it's defined as one. This means that a regular corporation, even if they perform the same activities, isn't considered a professional corporation based on their license alone.

This law explains how general corporation laws apply to professional corporations unless there's a conflict. If a corporation has one shareholder, that person acts as the sole director, president, and treasurer. In a two-shareholder setup, both serve as directors and fill the main officer roles. Professional medical corporations can set rules for picking and removing directors and their duties, with terms not going beyond three years. However, larger medical corporations with over 200 shareholders can have some directors serve six-year terms, with limitations on board composition.

This section explains that a corporation in California can be established as a professional corporation under certain guidelines. To do this, it must include a statement in its founding documents that identifies it as such. Additionally, a professional corporation cannot provide services without a valid certificate of registration from the relevant regulatory agency, which is required under various professional regulations.

This law explains how a foreign professional corporation can do business in California. To operate in the state, the foreign corporation must comply with California laws for foreign corporations, including filing specific statements and getting the right registrations for the type of professional services they will provide. The corporation must also follow liability requirements set by California for shareholders in the same profession, meaning they can't avoid personal liability if it's required. When applying to do business, they must acknowledge being subject to California's jurisdiction and liability rules like local corporations are.

This law explains that professional corporations in California can provide their services, but only through employees with the necessary professional licenses. These corporations can hire people without licenses, but those people cannot perform the professional services. Professional corporations can also provide services outside California, provided their employees are licensed in those jurisdictions. Occasionally, professional services in other locations might be allowed if certain conditions are met. Similarly, foreign professional corporations can operate in California if their local employees are licensed. Importantly, this law does not change existing rules regarding lawyers practicing across state lines, such as temporary practice permissions and deposition rules.

If you're in a professional corporation, you can only distribute shares to someone licensed in your profession, or else the shares are considered invalid. Financial statements of such corporations are confidential unless required for legal proceedings. Shareholders can't give their voting power to someone who's not also a shareholder. However, a professional law corporation can be set up as a nonprofit if it meets specific criteria, like serving mostly low-income clients and having its directors and members all licensed to practice law in California. These nonprofits can't work on contingency fees. If they meet these and additional criteria, they're also excused from some professional corporation filing requirements.

This law deals with the rules about who can own shares in a professional corporation or foreign professional corporation that provides professional services in California. Shares can only be transferred to certain people: licensed individuals, other shareholders of the same corporation, or other licensed professionals in the right jurisdiction. If the rules are broken, the transfer is invalid. A company can buy back its shares as long as there's at least one share still out there. If a shareholder becomes ineligible to provide services or dies, the corporation must handle their shares within a specific timeframe, or it risks having its registration suspended or revoked. Additionally, there are special rules allowing certain individuals to employ dentists temporarily after a dentist dies or becomes incapacitated, with specific conditions in place for up to 12 months.

This law explains the reasons why a professional corporation's or foreign professional corporation's certification can be suspended or taken away in California. It can happen if all the licensed shareholders become disqualified, if a sole shareholder becomes disqualified, or if the corporation knowingly employs disqualified individuals. Other reasons include violating rules set by regulatory agencies or breaking laws specific to professional corporations. If the certification is suspended or revoked, the corporation must immediately stop providing professional services in the state.

A professional corporation in California must not violate laws or rules about unfair practices like fee splitting or kickbacks by doctors or psychologists. If it does, its registration could be suspended or revoked. Authorities can report suspected violations to the agency that oversees the profession.

In California, professional corporations, both local and foreign, can choose their business names according to specific laws or regulations tied to their professions. To ensure compliance, the Secretary of State might ask for proof, like an affidavit, to confirm the name fits legal requirements. These facts in the affidavit can be accepted as sufficient proof of compliance.

This law section sets rules for professional corporations and foreign professional corporations providing services in California. These corporations must follow the professional practice rules set by the state, and they are subject to disciplinary actions by the relevant regulatory agencies. The law ensures that the standards for professional conduct and the client-professional relationships are maintained. For foreign corporations, it also mandates that regulatory agencies create rules to prevent disqualified individuals from owning shares, being involved in management, performing services in their licensed field, or sharing in corporate income.