2020 Georgia Code
Title 14 - Corporations, Partnerships, and Associations
Chapter 7 - Professional Corporations
§ 14-7-2. Definitions

As used in this chapter, the definitions contained in Chapter 2 of this title apply, and the term:

1. "Licensed" includes registered, certified, admitted to practice, or otherwise legally authorized under the laws of this state by the appropriate regulating board.
2. "Profession" means the profession of certified public accountancy, architecture, chiropractic, dentistry, professional engineering, land surveying, law, pharmacy, psychology, medicine and surgery, optometry, osteopathy, podiatry, veterinary medicine, registered professional nursing, or harbor piloting.
3. "Professional corporation" means a corporation, whether domestic or foreign, organized under Chapter 2 of this title which has elected to become subject to this chapter.
4. "Regulating board" means any board, commission, court, or governmental authority which, under the laws of this state, is charged with the licensing, registration, certification, admission to practice, or other legal authorization of the practitioners of any profession.

(Ga. L. 1970, p. 243, § 2; Ga. L. 1981, p. 976, § 1; Ga. L. 1986, p. 1454, § 10; Ga. L. 1987, p. 3, § 14; Ga. L. 1996, p. 352, § 1.)

- Professional corporations practicing certified public accounting and public accountancy, § 43-3-21 et seq.

Practice of architecture by firms, partnerships, and corporations, § 43-4-10.

Professional corporations engaged in practice of professional engineering or land surveying, § 43-15-23.

Licensing of corporations engaging in business as an electrical contractor, master plumber or conditioned air contractor, § 43-14-8.

Corporations engaged in practice of professional geology, § 43-19-25.

Corporations engaged in business of selling hearing aid devices or instruments at retail, § 43-20-19.

Refusal of license to practice medicine for engaging in practice as officer or employee of corporation other than one organized pursuant to this chapter, § 43-34-9.

Granting of real estate broker's licenses to corporations or partnerships, § 43-40-10.

Note to 1986 Amendment Paragraph (3) was amended in 1986 to add the phrase "whether domestic or foreign," effectively reversing a 1970 Attorney General's opinion. (Op. Att'y Gen. No. 70-64). That opinion provided that a foreign professional corporation was not entitled to a certificate of authority to transact business in Georgia because the definition of "professional corporation" did not expressly refer to foreign professional corporations. Under the first sentence of § 14-7-3, however, licensure by the proper Georgia authority remains a prerequisite to a valid election to practice as a professional corporation in this State, whether as a Georgia professional corporation or as a foreign professional corporation qualified to do business in Georgia.

JUDICIAL DECISIONS

"Professional" defined for malpractice act.

- The legislature intended for the term "professional" as used in O.C.G.A. § 9-11-9.1 to be defined by §§ 14-7-2(2),14-10-2(2), and43-1-24. Gillis v. Goodgame, 262 Ga. 117, 414 S.E.2d 197 (1992).

O.C.G.A.9-11-9.1 applies only to those licensed professions regulated by state examining boards when licensure is predicated upon successful completion of the specialized schooling or training necessary to obtain the expertise to practice that profession. Harrell v. Lusk, 263 Ga. 895, 439 S.E.2d 896 (1994).

- Affidavit requirement of O.C.G.A. § 9-11-9.1 did not apply to any acts committed by a lab technician because the technician was not recognized as a "professional" under Georgia law, O.C.G.A. § 14-7-2. Pattman v. Mann, 307 Ga. App. 413, 701 S.E.2d 232 (2010).

Cited in Carolina Cas. Ins. Co. v. R.L. Brown & Assocs., F. Supp. 2d (N.D. Ga. Sept. 29, 2006).

The clear intent of the Georgia Professional Corporation Act (see now O.C.G.A. § 14-7-1) is to limit the right to incorporate under the Act to those professions enumerated in the definition of "profession." 1977 Op. Att'y Gen. No. 77-14.

- Nurse anesthetist may not incorporate under the Georgia Professional Corporation Act (see now O.C.G.A. Ch. 7, T. 14) unless also licensed to practice medicine or one of other professions enumerated in that Act. 1977 Op. Att'y Gen. No. 77-14.

- Former Code 1933, § 84-1410 (see now O.C.G.A. § 43-40-7) contemplated that real estate brokers may practice in the corporate form, but this power was not extended to salesmen by Ga. L. 1970, p. 243 (see now O.C.G.A. § 14-7-2). 1971 Op. Att'y Gen. No. U71-39.

RESEARCH REFERENCES

ALR.

- What constitutes professional services within meaning of statute preserving individual liability of professional employees of professional corporation, association, or partnership, 31 A.L.R.4th 898.