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Florida Statute 621.09 - Full Text and Legal Analysis
Florida Statute 621.09 | Lawyer Caselaw & Research
Link to State of Florida Official Statute
F.S. 621.09 Case Law from Google Scholar Google Search for Amendments to 621.09

The 2025 Florida Statutes

Title XXXVI
BUSINESS ORGANIZATIONS
Chapter 621
PROFESSIONAL SERVICE CORPORATIONS AND LIMITED LIABILITY COMPANIES
View Entire Chapter
621.09 Limitation on issuance and transfer of ownership.
(1) No corporation organized under the provisions of this act may issue any of its capital stock to anyone other than a professional corporation, a professional limited liability company, or an individual who is duly licensed or otherwise legally authorized to render the same specific professional services as those for which the corporation was incorporated. No shareholder of a corporation organized under this act shall enter into a voting trust agreement or any other type agreement vesting another person with the authority to exercise the voting power of any or all of that person’s stock.
(2) No person shall be admitted as a member of a limited liability company organized under this act, unless such person is a professional corporation, a professional limited liability company, or an individual, each of which must be duly licensed or otherwise legally authorized to render the same specific professional services as those for which the limited liability company is organized. No member of a limited liability company organized under this act shall enter into any type of agreement vesting another person with the authority to exercise any of that member’s voting power in the limited liability company.
History.s. 9, ch. 61-64; s. 10, ch. 93-110; s. 83, ch. 93-284.

F.S. 621.09 on Google Scholar

F.S. 621.09 on CourtListener

Amendments to 621.09


Annotations, Discussions, Cases:

Cases Citing Statute 621.09

Total Results: 6  |  Sort by: Relevance  |  Newest First

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Street v. Sugerman, 202 So. 2d 749 (Fla. 1967).

Cited 11 times | Published | Supreme Court of Florida

...ofessional services as those for which the corporation was incorporated, and that no shareholder in such a corporation may sell or transfer his shares in such corporation except to a person eligible to be a shareholder of such corporation. (See F.S. § 621.09, F.S.A....
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Corlett, Killian, Hardeman v. Merritt, 478 So. 2d 828 (Fla. 3d DCA 1985).

Cited 8 times | Published | Florida 3rd District Court of Appeal

...Thus, Section 621.06 requires that only duly licensed or otherwise legally authorized persons render professional services, but expressly disavows that the right to be a shareholder "is dependent upon the *830 present or future existence of an employment relationship between [the shareholder] and such corporation." Sections 621.09 and 621.11 provide, respectively, that capital stock of professional service corporations be issued only to individuals who are legally authorized or duly licensed to render the same specific services as those for which the corporation was inc...
...igible to be a shareholder of such corporation, is prohibited. See Street v. Sugerman, 202 So.2d 749 (Fla. 1967). Therefore, while shares of stock in a professional corporation can be transferred only to a duly licensed member of the profession, see § 621.09, they are otherwise freely transferable, and there is presently no requirement that they be transferred to an employee of the corporation....
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In Re Six, 190 B.R. 958 (Bankr. M.D. Fla. 1995).

Cited 5 times | Published | United States Bankruptcy Court, M.D. Florida | 9 Fla. L. Weekly Fed. B 277, 1995 Bankr. LEXIS 1924, 1995 WL 787921

...The restriction of a transfer of a stock in question is also dealt with by Fla.Stat. 621 which specifically regulates professional service corporations, thus, § 621.06 requires that only duly licenses or otherwise legally authorized persons may render professional services. Section 621.09 and 621.11 provide that the capital stock of a professional service corporation may be issued only to individuals who are legally authorized or duly licensed to render the same specific services as those for which the corporation was incorporated and the sale or transfer of shares is prohibited....
...lue of $75,000.00. If neither the P.A. nor the members are willing to purchase the shares in question then the trustee possibly could sell it to the highest bidder. However, hence comes the rub. It is clear from the Statute cited earlier, Fla. Stat. 621.09 and 621.11, that no corporation organized as a professional service corporation may issue stock to anyone other than to a professional who is duly licensed or legally authorized to render the same specific professional service as those for which the corporation was incorporated....
...rict in the case of Corlett, Killian, Hardeman, McIntosh and Levi, P.A. v. Merritt, 478 So.2d 828, by holding that while shares of stock in a professional corporation can be transferred only to a duly licensed member of the profession, see Fla.Stat. 621.09, they are otherwise freely transferrable....
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In Re Adams, 389 B.R. 762 (Bankr. M.D. Fla. 2007).

Published | United States Bankruptcy Court, M.D. Florida | 21 Fla. L. Weekly Fed. B 344, 2007 Bankr. LEXIS 4614, 2007 WL 5279793

...fessional corporation, a professional limited liability company, or an individual who is duly licensed or otherwise legally authorized to render the same specific professional services as those for which the corporation was incorporated." Fla. Stat. § 621.09(1)....
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J.B. Harris, P.A. v. Virage Capital Mgmt. LP (Fla. 3d DCA 2024).

Published | Florida 3rd District Court of Appeal

...ing trust agreement or any other type agreement vesting another person with the authority to exercise the voting power of any or all of his stock. 8 § 9, Ch. 61-64, Laws of Fla. (1961). Compare § 621.09(1), Fla....
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Sugerman v. Street, 198 So. 2d 57 (Fla. 1st DCA 1967).

Published | Florida 1st District Court of Appeal | 1967 Fla. App. LEXIS 4732

the voting power of any or all of his stock.” Section 621.09, Florida Statutes, F.S.A. (Emphasis supplied)

This Florida statute resource is curated by Graham W. Syfert, Esq., a Jacksonville, Florida personal injury and workers' compensation attorney. For legal consultation, call 904-383-7448.