1.    One or more individuals may incorporate a professional organization in the form of a corporation for the practice of a profession by filing articles of incorporation with the secretary of state. The articles of incorporation must meet the requirements of chapter 10-19.1 and contain the following:

Terms Used In North Dakota Code 10-31-02

  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • following: when used by way of reference to a chapter or other part of a statute means the next preceding or next following chapter or other part. See North Dakota Code 1-01-49
  • Organization: includes a foreign or domestic association, business trust, corporation, enterprise, estate, joint venture, limited liability company, limited liability partnership, limited partnership, partnership, trust, or any legal or commercial entity. See North Dakota Code 1-01-49
  • State: when applied to the different parts of the United States, includes the District of Columbia and the territories. See North Dakota Code 1-01-49

a.    The profession to be practiced through the professional corporation; and

b.    The names and residence addresses of all of the original shareholders of the professional corporation who will practice the profession in this state and of the original shareholders of the professional corporation who are minority owners.

2.    At the time the articles of incorporation are filed with the secretary of state, the professional corporation also shall file:

a.    A certificate from the regulating board of the profession involved that each of the directors and shareholders of voting shares who will practice the profession in this state, if any, is licensed to practice the profession in this state; or

b.    If there is one or more minority owners, a certificate from the regulating board of the profession of the corporation certifying that each of the directors and shareholders of voting shares who will practice the profession in this state, if any, is licensed to practice the profession in this state and a certificate from the corporation identifying the minority owners who are exempt from the licensing requirement and the express law authorizing minority ownership.