2013 Maryland Code
CORPORATIONS AND ASSOCIATIONS
§ 5-118 - Proxy; voting trusts
§5-118.
(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.
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