What is a Professional Corporation? |
A Corporation is a legal business structure which gives the owners, or shareholders, a level of personal asset protection which is much higher
than that of a Business which has not been incorporated.
Anyone competent person of the legal age, usually around 18 years old, can form a Corporation by filing Articles of Incorporation with the
Secretary of State.
A Professional Corporation can be formed only by people who hold some kind of state-issued license which authorizes the
rendering of a single specific Professional Service.
A Professional Corporation may render Professional Services in a state only through its officers, employees and
agents who are duly licensed to render the professional services in that state.
|
What is a Professional Service? |
Generally a Professional Service is a service which requires the approval of a state licensing board.
Examples of Professional Services are:
| Acupuncturist | Legal Services | Physical/Occupational Therapy |
| Architect | Land Surveyor | Marital Family Therapy |
| Physicians Assistant | Audiologist | Medical Professional Counselor |
| Chiropractor | Naturopath | Psychology |
| Dental | Nursing | Public Accountant |
| Dispensing Optician | Optometry | Social Work |
| Geologist | Pharmacy | Veterinary |
|
What is the difference between a normal Corporation and a Professional Corporation? |
Professional Corporations are subject to the same laws as normal Corporations.
There are differences between normal and Professional Corporations.
The diferences can vary from state to state.
- Incorporator
An Incorporator is the person or business entity that prepares, files and signs the Articles of Incorporation in order to register a
new business with the Secretary of State.
The incorporator for a normal Corporation is usually a competent person 18 years of age or older.
Some states require a state licensed Professional to be the Incorporator.
- Membership
Some states require that all shareholders, officers and directors of a Professional Corporation be state licensed Professionals in the
Professional Practice for which the Professional Corporation was formed.
- Stock Reporting
Because most or all of the shareholders of a Professional Corporation are required to be licensed Professionals the
reporting requirements of stock sales and transfers are usually stricter for Professional Corporations than the reporting
requirements for normal Corporations.
- Annual Reports
Almost all states require some kind of Annual Report which lists current address, officer and director information.
Usually, Corporations do not have to specify shareholder information on their Annual Reports.
Some states do, nowever, require Professional Corporations to annually report the names and addresses of all shareholders;
confirm that all shareholders hold currently active Professional licenses; and file
a certified copy of the Annual Report with the state licensing board.
- State Licensing
The definition of Professional is a person who renders a service for which some kind of state license is required.
States regulate Professional licensing in various ways.
Usually there is an annual or biennial renewal reqirement.
If any of the Professionals in the Corporation are rendering Professional Services without a current valid license then the Professional Corporation
may be at risk of administrative dissolution by the Secretary of State.
|
Why form a Professional Corporation? |
Personal asset liability protection is the biggest reason people form Cororations.
In addition to the liability protection of a regular Corporation, probably the biggest reason that groups of Professionals form a
Professional Corporation is the protection of each individual shareholder (owner) from the malfeasance of all the other Professionals
in the group.
Also, a Professional Corporation may hold property for investment or in connection with their practice.
|
Are there restrictions on a Professional Corporation? |
In most states licensed Professionals in a Professional Corporation may provide only one specific Professional Service.
Some states make provisions for the provision of related Personal Services.
For example, Architects and Land Surveyors.
Some states require all shareholders, officers and directors to be licensed Professionals.
Others allow non-licensed people to hold office but not perform any Professional Services.
Becuase most or all of the shareholders (owners) of a Professional Corporation are required to be licensed Professionals the
reporting requirements of stock sales and transfers can be more stringent for Professional Corporations than the reporting
requirements for normal Corporations.
In addition, Professional Corporations are subject to the same laws and regulations as regular Corporations but Professional Corporations are also
subject to the laws and regulations of a specific state licensing board.
|
How long does it take Form a Professional Corporation? |
The time it takes to get approval for a new Professional Corporation filing varies from state to state.
There are two components which affect the total approval time.
The first and most time-consuming component is getting approval from the state licensing board responsible for regulating the
Professional Service to be rendered.
In some states this initial licensing board approval process can take over a month.
The second part of the approval process is filing Articles of Incorporation with the Secretary of State.
Processing times vary from state to state but the total processing time is much quicker than the initial licensing board approval process.
The Secretary of State in some states offers expedited filing options.
Click on a state in the list below to see specific processing times and fees for that state.
|
How much does it cost to Form a Professional Corporation? |
New Professional Corporation filing fees vary from state to state.
Our processing fees are $125.
This includes:
- Obtain Licensing Board Approvals
- Name Check and Reservation
- Prepare Articles of Incorporation
- File Articles of Incorporation with Secretary of State
- Certified Copies of Articles
- State Professional Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
Click on a state in the list below to see specific processing times and fees for that state.
|
How can I Form a Professional Corporation? |
|
If you are ready to Form a Professional Corporation just click on your state in the list below.
Our individual state Professional Corporation web pages include pertinent information that you need before you form a new Professional Corporation.
Because all information that you give for a new Professional Corporation becomes part of the public record, our
Professional Corporation entry forms include the minimum of informtion that you need in order to Form a new Professional Corporation.
|
|
Filing requirements, processing times and state fees vary. Choose your state from the list below to get more information.
|
| |
|
|
