2015 ORS 58.375¹
Requirements for professional corporations organized to practice medicine
  • application to nonprofit corporations

(1) In a professional corporation organized for the purpose of practicing medicine:

(a) The holders of the majority of each class of shares entitled to vote shall be physicians who are licensed in this state to practice medicine.

(b) A majority of the directors shall be physicians who are licensed in this state to practice medicine.

(c) All officers except the secretary and treasurer, if any, must be physicians who are licensed in this state to practice medicine. Any two or more offices may be held by the same person.

(d) Except as otherwise provided by law, the Oregon Medical Board may expressly require that more than a majority of each class of shares entitled to vote be held by physicians who are licensed in this state to practice medicine.

(e) Except as otherwise provided by law, the Oregon Medical Board may expressly require that more than a majority of the directors be physicians who are licensed in this state to practice medicine.

(2) A professional corporation may be a shareholder of a professional corporation organized for the purpose of practicing medicine solely for the purpose of effecting a reorganization as defined in the Internal Revenue Code.

(3) The provisions of subsections (1) and (2) of this section do not apply to nonprofit corporations organized under Oregon law to provide medical services to migrant, rural, homeless or other medically underserved populations under 42 U.S.C. 254b or 254c or to health centers qualified under 42 U.S.C. 1396d(l)(2)(B) that operate in compliance with other applicable state and federal law. [1997 c.774 §17; 2007 c.557 §1]

Chapter 58

Notes of Decisions

Professional legal corpora­tion organized under this chapter may not serve as trustee. Erwin & Erwin v. Bronson, 117 Or App 443, 844 P2d 269 (1992), Sup Ct review denied

Atty. Gen. Opinions

This chapter as authorizing partnership of corpora­tion and individual; validity of partnership between a professional corpora­tion and an individual when corpora­tion charter so provides, (1972) Vol 36, p 94

Law Review Cita­tions

24 WLR 717 (1988)


1 Legislative Counsel Committee, CHAPTER 58—Professional Corporations, https://­www.­oregonlegislature.­gov/­bills_laws/­ors/­ors058.­html (2015) (last ac­cessed Jul. 16, 2016).
 
2 Legislative Counsel Committee, Annotations to the Oregon Revised Stat­utes, Cumulative Supplement - 2015, Chapter 58, https://­www.­oregonlegislature.­gov/­bills_laws/­ors/­ano058.­html (2015) (last ac­cessed Jul. 16, 2016).
 
3 OregonLaws.org assembles these lists by analyzing references between Sections. Each listed item refers back to the current Section in its own text. The result reveals relationships in the code that may not have otherwise been apparent.