Md. Code, Corporations and Associations § 5-118
This is the official text of Md. Code, Corporations and Associations § 5-118, part of Maryland’s Code, Corporations and Associations — governs the formation and operation of corporations, LLCs, and partnerships.
Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.
§5–118.
Official statutory text
(a) Only a qualified person may be appointed a proxy to vote stock of a professional corporation.
(b) A voting trust with respect to stock of a professional corporation is not valid unless all of the trustees of the trust are stockholders of the professional corporation.
(c) Stock in a professional corporation may not be transferred into a trust, unless:
(1) All settlors of the trust remain stockholders of the professional corporation for the duration of the trust; and
(2) All trustees of the trust are individuals licensed in the State to render the professional service named in the professional corporation’s articles of incorporation.
(d) (1) If a settlor of stock in a professional corporation in a trust ceases to be a stockholder in the corporation, the settlor shall be a disqualified stockholder and the corporation shall acquire the stock held by the trust.
(2) An acquisition of stock under paragraph (1) of this subsection shall be made under §§ 5–113 through 5–115 of this subtitle.
(b) A voting trust with respect to stock of a professional corporation is not valid unless all of the trustees of the trust are stockholders of the professional corporation.
(c) Stock in a professional corporation may not be transferred into a trust, unless:
(1) All settlors of the trust remain stockholders of the professional corporation for the duration of the trust; and
(2) All trustees of the trust are individuals licensed in the State to render the professional service named in the professional corporation’s articles of incorporation.
(d) (1) If a settlor of stock in a professional corporation in a trust ceases to be a stockholder in the corporation, the settlor shall be a disqualified stockholder and the corporation shall acquire the stock held by the trust.
(2) An acquisition of stock under paragraph (1) of this subsection shall be made under §§ 5–113 through 5–115 of this subtitle.
Status: reserved · Read it on the official government site
Dealing with a business matter in Maryland?
See all Maryland Business lawyers
About this page: Statute text is reproduced from official government publishers via the
Open US Law dataset
(Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine
(Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.