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(a) In the event of death. — The shares of a decedent stockholder shall be transferred to his/her heirs by the mere fact of his death, to the surviving spouse if a conjugal partnership existed, the community property portion, and in every case the spousal usufructuary portion.\nThe stockholders of the corporation, the heirs and the surviving spouse shall have a period of six (6) months to opt for the sale of the shares of the decedent to the corporation or to one (1) or more of the stockholders.\nIn case of a corporation with only one (1) stockholder, upon his/her death his/her heirs and the surviving spouse shall have a period of ten (10) days following the death of the stockholder, if the corporation does not have employees admitted to the profession, to retain a professional to manage the affairs of the professional corporation and proceed to the liquidation of the corporation or to the sale of the shares thereof within the six (6) months following the death of the stockholder. If the corporation has employees admitted to the profession in question, the heirs and the surviving spouse shall designate within the same term of ten (10) days one of the employees so admitted to serve

he corporation has employees admitted to the profession in question, the heirs and the surviving spouse shall designate within the same term of ten (10) days one of the employees so admitted to serve as an industrial partner and, if failing to do so, the employee admitted to the profession with the greatest seniority in the corporation shall act as interim administrator of the corporation until a professional is appointed to manage the corporation.\nDuring the aforementioned transition period, the heirs and the surviving spouse shall only have in the corporation such rights as are conferred upon special partners pursuant to §§ 1347(2), 1396 and 1434 of Title 10.\n(b) In case of retirement, expulsion or disqualification. —\n(1) In case of retirement of a stockholder, his/her shares shall be acquired by the corporation or by one (1) or various stockholders, within the six (6)-month term from the effective date of the retirement of the stockholder for the purchase of his/her shares.\n(2) In case of expulsion or disqualification of a stockholder, his/her shares shall be acquired by the corporation or by one (1) or various stockholders, within the term of disqualification.

shares.\n(2) In case of expulsion or disqualification of a stockholder, his/her shares shall be acquired by the corporation or by one (1) or various stockholders, within the term of disqualification. In this case, he/she or the acquirers of the shares shall have a reasonable term to realize the payment. In the absence of an agreement among the parties, the term shall be established by the court, taking into consideration the condition of the corporation and of those stockholders who remain, as well as those expelled or disqualified\nHistory —Dec. 16, 2009, No. 164, § 18.13.