§ 319B.03 AUTHORITY OF MINNESOTA FIRMS TO FURNISH PROFESSIONAL SERVICES; ELECTION TO INVOKE THE ACT.

§ Subdivision 1. Authority under this act and under other law. (a) A Minnesota firm that has in effect an election under subdivision 2 may furnish professional services within Minnesota as provided in sections 319B.01 to 319B.12 . A Minnesota firm may furnish professional services within Minnesota without making an election under subdivision 2 only if: (1) no Minnesota statute, Minnesota rule, or tenet of Minnesota common law requires the Minnesota firm to make that election in order to furnish professional services within Minnesota; and (2) no Minnesota statute, Minnesota rule, or tenet of Minnesota common law precludes the Minnesota firm from furnishing professional services within Minnesota in the absence of that election. (b) A Minnesota professional firm may provide professional services and exercise the ancillary powers permitted under section 319B.06, subdivision 1 , paragraph (c), in another state if: (1) the Minnesota professional firm is authorized to provide the services and exercise the powers within Minnesota; (2) the Minnesota firm's organizational document does not prohibit the Minnesota professional firm from providing the services or exercising the powers in the other state; (3) in the case of a Minnesota professional firm that is a limited liability partnership, the partnership agreement does not prohibit the Minnesota professional firm from providing the services or exercising the powers in the other state; and (4) the Minnesota professional firm complies with all applicable laws of that other state regulating the furnishing of professional services and exercising of ancillary powers in that state.

§ Subd. 2. Election to invoke this act. To elect to become a Minnesota professional firm and be authorized to furnish professional services according to sections 319B.01 to 319B.12 , a Minnesota firm must in its organizational document: (1) state that the Minnesota firm elects to operate under those sections; (2) acknowledge that the Minnesota firm is subject to those sections; and (3) specify from the list stated in section 319B.02, subdivision 19 , the category or categories of professional services the Minnesota firm is authorized to provide. The statement, acknowledgment, and specification may be made when a Minnesota firm initially files the organizational document or may be added at a later time by updating that document.

§ Subd. 3. Rescission and amendment of election. (a) A Minnesota professional firm may rescind its election by updating its organizational document to delete the statement, acknowledgment, and specification required by subdivision 2. (b) A Minnesota professional firm may update its organizational document to change the specification required by subdivision 2, clause (3).

§ Subd. 4. Relationship of this act and generally applicable governing law. If a Minnesota firm has an election under subdivision 2 in effect and the Minnesota firm's generally applicable governing law conflicts with sections 319B.01 to 319B.12 , sections 319B.01 to 319B.12 govern.