Cal. Code Regs. tit. 10 § 260.105.6

Current through Register 2024 Notice Reg. No. 45, November 8, 2024
Section 260.105.6 - Professional Organizations

There is hereby exempted from the provisions of Section 25110 and Section 25120 of the Code, as not being comprehended within the purposes of the Corporate Securities Law of 1968 and the qualification of which is not necessary or appropriate in the public interest or for the protection of investors.

(a) Any offer or sale of (1) shares of capital stock issued by (A) a professional corporation organized pursuant to the provisions of the Professional Corporation Act (Part 4, commencing with Section 13400, of Division 3 of Title 1 of the Corporations Code) or (B) a foreign professional corporation (as defined in subdivision (c) of Section 13401 of the Code) qualified to render professional services in this state in accordance with the requirements of the Professional Corporation Act, or (2) an interest, to the extent the interest is a security, in (A) a registered limited liability partnership (as defined in paragraph (1) of subdivision (i) of Section 15002 of the Code) or (B) a foreign limited liability partnership (as defined in paragraph (1) of subdivision (j) of Section 15002 of the Code).
(b) Any offer or sale of beneficial interests in a trust established for the purpose of voting shares of the capital stock of such a professional corporation or a foreign professional corporation qualified to render professional services in this state, provided that the trustees are, and such interests are held solely by, persons entitled under the provisions of the Professional Corporation Act to hold voting shares in such corporation.
(c) Any offer or sale of interests in a partnership organized to render professional services as defined in Section 13401(a) of the Code, all of whose partners are persons entitled to hold voting shares in a professional corporation or a foreign professional corporation engaged in such services under the provisions of the Professional Corporation Act.

Cal. Code Regs. Tit. 10, § 260.105.6

1. Amendment filed 10-20-83; effective thirtieth day thereafter (Register 83, No. 43).
2. Amendment of section and NOTE filed 11-2-94; operative 12-2-94 (Register 94, No. 44).
3. Amendment of subsection (a) and NOTE filed 9-10-96; operative 10-10-96 (Register 96, No. 37).

Note: Authority cited: Section 25610, Corporations Code. Reference: Sections 13401, 15002 and 25105, Corporations Code.

1. Amendment filed 10-20-83; effective thirtieth day thereafter (Register 83, No. 43).
2. Amendment of section and Note filed 11-2-94; operative 12-2-94 (Register 94, No. 44).
3. Amendment of subsection (a) and Note filed 9-10-96; operative 10-10-96 (Register 96, No. 37).