(a) The stockholders of a professional corporation may convert it into a civil partnership by unanimous agreement. In order to do so, they shall proceed with the dissolution of the corporation in accordance with the provisions of this subtitle, and to the constitution of a partnership as provided in the Civil Code.\n(b) The conversion shall be stated in an act of constitution effective upon its filing at the Registry of Corporations of the Department of State. If the conversion documents are filed at the said registry, as hereinabove provided, within sixty (60) days following the dissolution of the corporation, the civil partnership created shall be the legal successor of the corporation and uninterrupted continuer of its legal existence.\n(c) The partners of a civil partnership engaged in the rendering of professional services may convert the civil partnership into a professional corporation to be governed by the provisions of this subtitle.\nThe partners shall proceed to the conversion by merging the civil partnership with a professional corporation organized by them in accordance with the requirements of this subtitle.\nThe professional corporation shall be the legal entity ersion by merging the civil partnership with a professional corporation organized by them in accordance with the requirements of this subtitle.\nThe professional corporation shall be the legal entity surviving such merger, and the predecessor civil partnership shall be deemed dissolved as a matter of law; Provided, That from this dissolution it may not be proceeded to the partition of the partnership patrimony pursuant to § 4399 of Title 31. Once the legal requirements and formalities have been met, the professional corporation shall be entirely governed by the provisions of this subtitle.\nHistory —Dec. 16, 2009, No. 164, § 22.04.
Puerto Rico Legal Code