Business License Guide

Guide for PLLC owners

Professional LLC (PLLC) Guide — State-by-State Requirements for Licensed Professionals 2026

Last verified: 2026-05-07 Official sources linked below

Time to complete

15–45 days from SOS filing to licensed-to-practice status (most PLLC states, most professions). New York: 45–90 days (publication requirement adds 6 weeks minimum). California professional corporations: 30–60 days (board pre-approval required for some professions). The licensing board registration step is the dominant timeline bottleneck — SOS formation can occur in days but board approval takes 2–6 weeks in states requiring board pre-approval.

Steps

7

Timing note

Do NOT begin professional services through the PLLC until both (1) SOS formation is confirmed AND (2) licensing board entity registration is approved. Operating as an unlicensed entity (PLLC formed at SOS but not yet board-approved) may violate the unauthorized practice of law, medicine, or professional services prohibitions in your state, exposing you to professional discipline, fee forfeiture, and civil liability. When calculating your start date, build in time for both the SOS processing AND the licensing board review.

Before you start

What to know first

  • PLLC requirement by profession and state: a Professional Limited Liability Company (PLLC) is a specialized LLC structure required by approximately 30 states for licensed professionals — including lawyers, doctors, architects, CPAs, dentists, and engineers — when operating their professional practice through an entity. A standard LLC is not permitted for these professions in PLLC-required states. The consequence of forming a standard LLC instead of a PLLC in a PLLC-required state is severe: the entity may be invalid, insurance contracts may be void, and licensing board sanctions may follow. Always verify the correct entity type with both the state Secretary of State and the applicable licensing board before filing.
  • Per-state PLLC requirement table — professionals who must use PLLC (not LLC): Texas (TX) — lawyers, doctors (MDs, DOs), dentists, architects, CPAs, engineers required to use PLLC (TX Bus. Org. Code §§ 301.001–301.016); TX accepts 'PLLC' or 'P.L.L.C.' as name suffix; Texas licensing board (medical board, bar, dental board, board of architects, etc.) must approve entity BEFORE professional services begin; all owners must hold active TX license in the same profession. New York (NY) — licensed professionals must use a PLLC (NY LLC Law Art. 12); name must include 'PLLC' or 'Professional Limited Liability Company'; all members must be licensed in the profession; PLLC may include only members who are licensed in New York; no licensing-board pre-approval required but entity must be registered with the appropriate board after SOS filing. Florida (FL) — licensed professionals may use PLLC under § 608.406 Fla. Stat.; name must include 'PLLC' or 'Professional Limited Liability Company'; DBPR licensing board must register the entity; all members must be licensed in FL. New Jersey (NJ) — licensed professionals must use PLLC (N.J.S.A. 42:2C-94); name must include 'PLLC'; licensing board registration required after DORES filing; ownership restricted to NJ-licensed professionals. Pennsylvania (PA) — PLLC required for licensed professionals (15 Pa. C.S. §§ 8998–8999); 'PLLC' suffix required; no pre-approval but licensing board registration required. Illinois (IL) — PLLC required for licensed professionals (805 ILCS 180/1-1 et seq.); 'PLLC' or 'P.L.L.C.' suffix required; IDFPR licensing board notification required. Colorado (CO) — PLLC available for licensed professionals (Colo. Rev. Stat. § 7-90-101 et seq.); 'PLLC' suffix required; no board pre-approval but recommended. Georgia (GA) — PLLC required under O.C.G.A. § 14-11-1101 et seq.; 'PLLC' suffix required; Georgia Professional Licensing Boards Division registration required. Virginia (VA) — PLLC required (Va. Code § 13.1-1100 et seq.); 'PLLC' or 'Professional LLC' suffix required; no board pre-approval required. Ohio (OH) — PLLC available for licensed professionals (ORC § 1705.01 et seq.); 'PLLC' suffix; no board pre-approval. Michigan (MI) — PLLC required (MCL § 450.4901 et seq.); 'PLLC' suffix; no board pre-approval. North Carolina (NC) — PLLC required for licensed professionals (N.C.G.S. § 57D-2-01 et seq.); 'PLLC' suffix; no board pre-approval. Massachusetts (MA) — PLLC available (M.G.L. c. 156C); 'PLLC' suffix; no board pre-approval; bar association registration required for law firms.
  • Per-state PLLC rules — continued: Washington (WA) — PLLC required for licensed professionals (RCW § 25.15.006 et seq.); 'PLLC' suffix; licensing board notification required. Minnesota (MN) — PLLC available (Minn. Stat. § 319B.01 et seq.); 'PLLC' suffix; no board pre-approval. Tennessee (TN) — PLLC required (T.C.A. § 48-249-101 et seq.); 'PLLC' suffix; licensing board notification required. Missouri (MO) — PLLC available (Mo. Rev. Stat. § 347.010 et seq.); 'PLLC' suffix; no board pre-approval. Indiana (IN) — PLLC available (I.C. § 23-18-1 et seq.); 'PLLC' suffix; no board pre-approval. Maryland (MD) — PLLC required (Md. Corp. & Ass'ns Code § 4A-1101 et seq.); 'PLLC' suffix; State Board of Individual Tax Preparers (CPAs) and DLLR registration required. Connecticut (CT) — PLLC available (Conn. Gen. Stat. § 34-243 et seq.); 'PLLC' suffix; no board pre-approval. South Carolina (SC) — PLLC required (S.C. Code § 33-44-1101 et seq.); 'PLLC' suffix; licensing board notification required. Oregon (OR) — PLLC available (ORS § 58.015 et seq.); 'PLLC' or 'Professional LLC' suffix; Oregon State Bar notification required for law firms. Nevada (NV) — PLLC available (NRS § 86.011 et seq.); 'PLLC' suffix; Nevada licensing board registration required. Wisconsin (WI) — PLLC available (Wis. Stat. § 183.0104 et seq.); 'PLLC' suffix; no board pre-approval. Kansas (KS) — PLLC available (K.S.A. § 17-76,134 et seq.); 'PLLC' suffix. Iowa (IA) — PLLC available (Iowa Code § 489.102 et seq.); 'PLLC' suffix. Kentucky (KY) — PLLC available (KRS § 275.001 et seq.); 'PLLC' suffix. Arkansas (AR) — PLLC available (Ark. Code § 4-32-101 et seq.); 'PLLC' suffix. Utah (UT) — PLLC available (Utah Code § 48-3a-101 et seq.); 'PLLC' suffix; licensing board notification required.
  • States where PLLC is NOT available or uses a different professional entity structure: California (CA) — California does NOT recognize PLLCs for licensed professionals. Licensed professionals in CA (attorneys, physicians, architects, CPAs, dentists, engineers) must use a Professional Corporation (PC or Inc.) under Cal. Corp. Code §§ 13400–13410. CA MDs cannot practice through an LLC or PLLC — they must use a professional medical corporation. The California Medical Board, State Bar, and California Board of Accountancy all require the PC structure. New Mexico (NM) — standard LLC is permitted for most licensed professionals; no separate PLLC statute. Wyoming (WY) — standard LLC is permitted for most licensed professionals; no mandatory PLLC statute. Delaware (DE) — professional association or professional corporation is the traditional structure; PLLCs are available (Del. Code Ann. tit. 18 § 912) but less commonly used. Alaska (AK) — professional corporation is the traditional structure; PLLCs available. Hawaii (HI) — professional corporation is the traditional structure; PLLCs available. Idaho (ID) — PLLCs available. Montana (MT) — PLLCs available under MCA § 35-8-101 et seq. Maine (ME) — PLLCs available. New Hampshire (NH) — PLLCs available. Vermont (VT) — PLLCs available. Rhode Island (RI) — PLLCs available. North Dakota (ND) — PLLCs available. South Dakota (SD) — PLLCs available.
  • PLLC name suffix requirements by state: most states accept 'PLLC' as the standard designator. Some states require the full 'Professional Limited Liability Company' spelling. States that accept only 'PLLC' (not 'Professional LLC' shorthand): Texas, Florida, New York. States that accept 'PLLC' OR 'P.L.L.C.' (with periods): Texas, Illinois, Ohio, Michigan. States that accept 'PLLC' OR 'Professional Limited Liability Company': Pennsylvania, Virginia, Washington, Oregon. States that require the professional service designation in the name (beyond just the suffix): some states require the profession to appear in the entity name (e.g., 'Smith Law PLLC' or 'Jones Medical Group PLLC'). Texas medical board and dental board rules strongly encourage profession-identifying names — 'Smith Family Medicine PLLC' is preferred over 'Smith Holdings PLLC'. Check your state's specific name rules with the licensing board.
  • Licensing-board approval steps: the general PLLC formation process has TWO stages in most states — (1) file with the Secretary of State / Division of Corporations to create the legal entity, AND (2) register the entity with the applicable professional licensing board to receive authorization to provide professional services. Stage 2 is often overlooked and results in the PLLC being a valid legal entity but unlicensed to practice the profession. In Texas: (1) file Certificate of Formation with SOS ($300), then (2) register with the Texas Medical Board ($150), Texas State Bar ($0 but required), Texas State Board of Public Accountancy ($50), or other applicable board. In New York: (1) file Articles of Organization with NYDOS ($200) + publish in two newspapers in the county of principal office ($1,000–$2,000), then (2) file Certificate of Publication, then (3) register with the applicable licensing board if required (State Bar of New York registration required for law PLLCs). In Florida: (1) file Articles of Organization with FLDOS ($125), then (2) register with the applicable DBPR licensing board ($100–$300). Confirm the specific two-stage process with an attorney familiar with your state and profession before filing.
  • Ownership restrictions: PLLCs have strict ownership restrictions that standard LLCs do not. Universal rule: all members (owners) of a PLLC must hold an active, valid license in the same profession the PLLC practices. Non-licensed investors, family members, spouses, or business partners who are not licensed in the profession CANNOT own membership interests in a PLLC. This restriction is statutory in every PLLC state and cannot be contracted around in the Operating Agreement. Consequence of unauthorized ownership: a PLLC with an unlicensed member may be found to have violated the state's corporate practice of the profession doctrine, potentially voiding the entity's right to provide professional services and invalidating contracts entered into by the entity. Practical implications for solo professionals: a solo CPA who wants to bring a business partner into their PLLC must ensure the partner also holds a CPA license. A law firm PLLC cannot be partially owned by a legal services vendor, family trust, or non-attorney investor. Multi-disciplinary practices: a PLLC generally cannot provide services across multiple regulated professions — a CPA and attorney cannot jointly own a PLLC that provides both legal and accounting services. A separate entity (standard LLC or holding company) must manage the business operations, with each professional providing services through their own PLLC. Exception: some states (notably Washington, DC and Arizona) have adopted rules allowing non-attorney ownership of law firm entities — these are outliers and not applicable to the remaining 48 states.

Documents

What you'll need

  • Articles of Organization or Certificate of Formation for PLLC — filed with the state SOS; must use the correct entity designation ('PLLC' or 'Professional Limited Liability Company') as required by state statute
  • Professional licensing board entity registration — filed with the applicable licensing board after SOS formation; required before the PLLC may provide professional services in the state
  • PLLC Operating Agreement — must include membership restriction clause, license-loss buy-sell provisions, valuation formula, and profession-specific confidentiality terms; generic LLC templates are not adequate
  • EIN Confirmation Letter (SS-4) — required for PLLC bank account, payroll, and professional billing purposes; obtain free from IRS.gov in 10 minutes
  • Professional license verification — copies of active professional licenses (law license, medical license, CPA certificate, architecture license, etc.) for all PLLC members; required for licensing board registration and professional liability insurance
  • Registered agent consent form — commercial RA service must accept appointment; included in most commercial RA service packages
  • State bar/board entity registration certificate — issued by the licensing board after successful entity review; the PLLC cannot legally practice the profession without this
  • Professional liability insurance certificate — the PLLC entity and each professional member should be named insured; often required by clients, hospitals, or contractual counterparties before engagement

Process

Step by step

  1. Verify PLLC requirement for your profession and state Before filing, confirm whether your state requires a PLLC, professional corporation (PC), or professional association (PA) for your specific licensed profession. Check BOTH the state Secretary of State website AND the state licensing board website. The SOS creates the legal entity; the licensing board controls authorization to practice the profession through that entity. California MDs: must use a professional medical corporation (Inc.) — no PLLC available. California attorneys: must use a law corporation (PC). For all other licensed professionals in the approximately 30 PLLC states, confirm the entity type, name suffix requirements, and board approval sequence specific to your profession.
  2. Choose entity name and verify availability PLLC names must include the required professional designator ('PLLC', 'P.L.L.C.', or 'Professional Limited Liability Company' depending on state) AND must be distinguishable from other registered entities. Many states additionally require or strongly encourage that the professional service be identifiable from the name (e.g., 'Smith Architecture PLLC', 'Jones Law Group PLLC'). Search the state SOS business name database to verify availability. Reserve the name if your state offers reservation (typically $10–$50 for 30–120 days) to protect it during the licensing board approval process. Note: some licensing boards prohibit certain words in professional entity names (e.g., 'Associates' or 'Group' may require multiple licensed members; verify with your board).
  3. File Articles of Organization with the state SOS File the PLLC formation document (called 'Articles of Organization,' 'Certificate of Formation,' or 'Certificate of Organization' depending on state) with the state Secretary of State. State filing fee: $50–$500 (see fee table above). Include the correct entity type designation and name suffix. Most states offer online filing (recommended for speed). In states requiring publication (New York: publish in two newspapers in the county of principal office for 6 consecutive weeks, cost $1,000–$2,000), complete publication before or simultaneously with SOS filing — NY requires the Certificate of Publication to be filed within 120 days of formation. Processing time: 1–15 business days (varies by state; expedited service available for $25–$100 extra in most states).
  4. Obtain EIN from the IRS Apply for an Employer Identification Number (EIN) at irs.gov/businesses/small-businesses-self-employed/apply-for-an-employer-identification-number-ein-online. The application takes 10 minutes; the EIN is issued immediately. The PLLC needs an EIN to open a business bank account, set up payroll, and bill professional clients. Apply immediately after SOS formation — the EIN is not dependent on the licensing board registration. For single-member PLLCs, the IRS treats the PLLC as a disregarded entity by default; multi-member PLLCs are taxed as partnerships by default. S-Corp election (Form 2553) is available for both.
  5. Register the PLLC with the professional licensing board After SOS formation, register the PLLC entity with the state professional licensing board. This is the step most often skipped or delayed — and the step that authorizes the PLLC to actually practice the profession. Registration typically requires: (1) a copy of the PLLC's Articles of Organization and SOS acknowledgment, (2) proof of active professional licenses for all members, (3) board-specific application form, and (4) board registration fee ($50–$500). In some states (Texas, New York, Florida), the licensing board has its own review process and may take 2–6 weeks. The PLLC must not provide professional services until this board registration is confirmed. For Texas attorneys: file a Law Firm Registration Form with the State Bar of Texas (free, online). For Texas MDs: file with the Texas Medical Board ($150). For Florida health professionals: file with DBPR. For NY attorneys: register with the Appellate Division in the judicial department where the PLLC's principal office is located.
  6. Draft and execute the PLLC Operating Agreement A PLLC Operating Agreement is a critical legal document that differs from a standard LLC agreement in essential ways. Required provisions specific to PLLCs: (1) Membership restriction clause — explicitly states that only individuals holding active, valid licenses in [specific profession] in [state] may own PLLC membership interests; (2) License-loss buy-sell — mandatory buyout or transfer triggered if any member loses their professional license (through suspension, revocation, expiration, or voluntary surrender); include a valuation formula (income multiple, book value, or third-party appraisal); (3) Cure period — some states provide a statutory 30–90 day cure period to remedy an unauthorized membership situation before dissolution is required; (4) Death and disability — provisions for purchasing a deceased or permanently disabled member's interest; (5) Confidentiality — professional confidentiality obligations (attorney-client privilege, physician-patient confidentiality) that affect what member information can be disclosed in entity documents. Use an attorney specializing in professional entity law to draft — generic online LLC operating agreement templates will not include these provisions.
  7. Maintain annual obligations Annual obligations for a PLLC include: (1) State annual report or renewal — file on time to avoid administrative dissolution (see annual obligations table for state-specific deadlines and fees); (2) Licensing board entity renewal — many boards require annual or biennial entity renewal separate from the SOS annual report; (3) Professional license renewals — each member must maintain an active, current professional license; expired member licenses can trigger PLLC dissolution requirements; (4) Professional liability insurance renewal — lapse in coverage exposes the PLLC and its members to unlimited personal liability and may violate licensing board requirements; (5) Operating Agreement review — review and update the Operating Agreement when members join, depart, retire, or change license status. Use a calendar or compliance service to track all deadlines — missing a single deadline (SOS annual report, board renewal, insurance renewal) can have severe consequences for the PLLC's authorized status.

Costs

What it costs

Item Amount Notes
PLLC Articles of Organization / Certificate of Formation $50–$500 (state-specific) TX: $300. FL: $125. NY: $200. NJ: $125. PA: $125. IL: $150. GA: $100. VA: $100. CO: $50. MI: $50. OH: $99. NC: $125. WA: $200. MN: $155. TN: $300. MO: $50. IN: $95. MD: $100. CT: $120. SC: $110. OR: $100. NV: $75 (+ $200 initial business license fee). MA: $500. Fees verified against official SOS portals as of 2026-05-07.
Licensing board registration / entity approval $0–$500 one-time (state and board-specific) Required after SOS formation in most PLLC states. TX Medical Board: $150. TX State Bar: $0 (law firm registration). FL DBPR (medical): $100–$300. NY Appellate Division (law PLLC): Court-specific fee ($0–$175). NJ licensing boards: $100–$200. IL IDFPR: $50–$150. This step is required BEFORE the PLLC may legally provide professional services in the state. Many professionals skip this step and operate in violation of state law — verify your specific board requirement.
PLLC annual report / franchise tax $0–$300/yr (state-specific) TX: Franchise Tax PIR ($0 if revenue under $2.47M, otherwise 0.375%–0.75% of revenue). FL: Annual Report $138.75/yr (due May 1). NY: Biennial Statement $9/2 years. NJ: Annual Report $75/yr. IL: Annual Report $75/yr. GA: Annual Registration $50/yr. VA: Annual Registration $50/yr. CO: Periodic Report $10/yr. MI: Annual Statement $25/yr. PA: No annual report required (Decennial Report every 10 years). NC: Annual Report $200/yr. WA: Annual Report $60/yr.
Operating Agreement (PLLC-specific drafting) $500–$3,000 (attorney-drafted) A PLLC Operating Agreement requires provisions not present in standard LLC templates: (1) membership restriction clause limiting ownership to licensed professionals, (2) mandatory buy-sell triggered by license loss, suspension, or revocation, (3) valuation mechanism for departing member's interest, (4) continuity provisions if a member becomes unlicensed, and (5) profession-specific confidentiality and conflict-of-interest provisions. Attorney drafting is strongly recommended — generic LLC operating agreement templates are inadequate for PLLCs. Cost: $500–$3,000 for a solo PLLC; $2,000–$10,000+ for a multi-professional PLLC.
Professional liability insurance (annual) $500–$50,000+/yr (profession and specialty-specific) Required by licensing boards and insurers as a condition of practice. Attorneys (malpractice): $500–$5,000/yr for solo practitioners. Physicians (malpractice): $5,000–$150,000+/yr (specialty-dependent). Architects (E&O): $1,500–$15,000/yr. CPAs (E&O): $500–$5,000/yr. Dentists: $2,500–$20,000/yr. Engineers (E&O): $1,000–$10,000/yr. The PLLC entity should be named as a co-insured alongside the individual professional on the policy.
Registered agent service $49–$149/yr Required in every state. Commercial RA service recommended to keep the professional's personal address off the public record. Northwest Registered Agent ($125/yr), ZenBusiness (first year free with formation, $199/yr thereafter), Bizee ($119/yr). Using a commercial RA is especially important for professionals who face malpractice litigation — SOS records are frequently searched by plaintiff attorneys.

FAQ

Common questions

What is a PLLC and how is it different from a standard LLC?

A Professional Limited Liability Company (PLLC) is a special type of LLC designed for licensed professionals — lawyers, doctors, CPAs, architects, dentists, engineers, and others. The key differences from a standard LLC: (1) Ownership restriction — only individuals licensed in the specific profession may own PLLC membership interests; a non-CPA cannot own part of a CPA PLLC, and a non-lawyer cannot own part of a law PLLC; (2) Required entity structure — approximately 30 states require licensed professionals to use a PLLC (or professional corporation) instead of a standard LLC when operating their practice through an entity; (3) Licensing board oversight — in addition to forming the entity at the SOS, the PLLC must register with and be approved by the professional licensing board before providing professional services; (4) License-loss provisions — the Operating Agreement must address what happens if a member loses their license. The liability protection is similar to a standard LLC — members are generally not personally liable for the PLLC's debts — but unlike a standard LLC, members of a PLLC typically remain personally liable for their own professional malpractice (the PLLC entity does not shield against personal professional liability).

Which professions are required to use a PLLC?

The professions most commonly required to use a PLLC (rather than a standard LLC) vary by state, but typically include: attorneys (lawyers), physicians (MDs, DOs), dentists, certified public accountants (CPAs), architects, licensed engineers, psychologists, licensed clinical social workers, chiropractors, optometrists, podiatrists, and veterinarians. Check your state's PLLC statute and licensing board rules for the complete list applicable to your profession and state. California is a notable exception: licensed professionals in CA must use a professional corporation (PC), not a PLLC — California does not have a PLLC structure for most professions. Wyoming, New Mexico, and a handful of other states do not require PLLCs and allow standard LLCs for licensed professionals.

Can a PLLC have non-professional investors or silent partners?

No. In every PLLC state, all members (owners) of a PLLC must hold an active, valid license in the same profession the PLLC practices. Non-licensed investors, family members, business partners, venture capital funds, or private equity firms cannot hold ownership interests in a PLLC. This is a statutory restriction that cannot be waived in the Operating Agreement. A common workaround for practices that want outside investment: a non-licensed investor forms a standard LLC (the 'management services organization' or 'holding company') that provides non-professional management and administrative services to the PLLC under a management services agreement. The PLLC retains professional control; the MSO provides capital, billing, and administrative support. This structure is common in PE-backed medical and dental groups. It is complex and requires careful legal structuring — consult a healthcare or professional practice attorney.

Do I need a PLLC or a PC? What's the difference?

Both a PLLC (Professional Limited Liability Company) and a PC (Professional Corporation) are state-authorized entities for licensed professionals. The choice depends on your state: many states offer both structures; some states only offer one. PLLC: governed by LLC law; members (not shareholders); taxed as pass-through by default (no double taxation); more flexible governance; growing adoption. PC: governed by corporation law; shareholders, directors, and officers; default C-Corp taxation (double taxation risk for service businesses); can elect S-Corp status; established structure. In California, licensed professionals who want pass-through taxation can elect S-Corp status for a PC — the CA PC with S-Corp election closely mimics the PLLC tax treatment available in other states. For most new professional practices in states that offer both PLLC and PC: the PLLC is preferred for tax flexibility and governance simplicity. Consult with a CPA and attorney to confirm the best structure for your state, profession, and business goals.

What happens to my PLLC if my professional license is suspended or revoked?

This is the most critical risk unique to professional entities. Most state PLLC statutes require all PLLC members to remain actively licensed. If a member's license is suspended or revoked: (1) The PLLC is typically given a statutory cure period (30–90 days, state-specific) to remedy the unauthorized membership — usually by buying out the unlicensed member's interest and transferring it to a licensed member; (2) If the cure period expires without remedy, most states will administratively dissolve the PLLC; (3) During the dissolution, the PLLC may be unable to provide professional services, bill clients, or enter contracts; (4) A reinstated PLLC (if allowed by the state) may face a reinstatement waiting period. The Operating Agreement must contain a mandatory buy-sell provision triggered by license loss, with a pre-agreed valuation methodology and cure process. Without this provision, a license loss creates both a regulatory crisis (state-mandated remedy deadline) and a litigation crisis (no agreed basis for valuing the departing member's interest). Use an attorney specializing in professional entity formation to draft the Operating Agreement.

Does a PLLC protect me from personal liability for malpractice claims?

Partially — but not for your own professional malpractice. A PLLC provides the same general liability protection as a standard LLC: members are not personally liable for the PLLC's general business debts (leases, loans, vendor obligations, employee claims). However, in nearly every state, PLLC members remain personally liable for their own professional malpractice — a standard exception to PLLC liability protection. This is the core trade-off: a PLLC protects you from your partners' malpractice (your personal assets are shielded from a judgment against a colleague's malpractice), but does not protect you from a malpractice judgment for your own professional error. This makes professional liability (malpractice) insurance essential regardless of PLLC formation — the PLLC entity does not eliminate personal professional liability. Professional liability insurance (E&O for attorneys and CPAs; medical malpractice for physicians; architects and engineers professional liability) is the operative financial protection mechanism, not the PLLC liability shield.

Provenance

Legal basis & official sources

Last verified 2026-05-07.

Federal: no federal PLLC statute — PLLCs are creatures of state law. Texas: TX Bus. Org. Code §§ 301.001–301.016 (professional entities). Florida: § 608.406 Fla. Stat. (PLLCs for licensed professionals). New York: NY LLC Law Art. 12, §§ 1201–1207 (professional service limited liability companies). New Jersey: N.J.S.A. 42:2C-94 et seq. Pennsylvania: 15 Pa. C.S. §§ 8998–8999. Illinois: 805 ILCS 180/1-1 et seq. (Professional Limited Liability Company Act). Georgia: O.C.G.A. § 14-11-1101 et seq. Virginia: Va. Code § 13.1-1100 et seq. California (professional corporation, not PLLC): Cal. Corp. Code §§ 13400–13410 (Moscone-Knox Professional Corporation Act). Relevant secondary authorities: ABA Model Rules of Professional Conduct Rule 5.4 (professional independence of attorneys); state bar opinions on law firm entity requirements; state-specific licensing board regulations for each profession.

Direct filing portal: https://sos.state.tx.us/

If you skip this

  • Operating a professional practice through a standard LLC in a state that requires a PLLC can void licensing board authorization, invalidate professional liability insurance policies, and result in professional discipline — fines, suspension, or license revocation — for unauthorized entity structure
  • A PLLC with an unlicensed member (a family member, non-professional partner, or investor who does not hold the required license) may violate the corporate practice of the profession doctrine in every PLLC state, potentially requiring immediate dissolution or forfeiture of all fees earned while the unauthorized ownership was in place
  • Failing to complete the licensing board registration after SOS formation leaves the PLLC legally formed but not authorized to provide professional services — any professional services performed through an entity that has not completed board registration may be considered unauthorized practice of law, medicine, or the relevant profession
  • A PLLC Operating Agreement without a license-loss buy-sell provision creates a crisis when any member's license is suspended, revoked, or lapses — the state may require dissolution if the unauthorized membership situation is not remedied within the statutory cure period (typically 30–90 days), and without a pre-agreed valuation, the buyout will be contested in litigation
  • Missing annual report or licensing board renewal deadlines can result in administrative dissolution of the PLLC — a dissolved PLLC cannot enter contracts, bill clients, or provide professional services; reinstatement requires paying all back fees plus a reinstatement fee, and some states impose a waiting period before reinstatement is effective

Official sources

§ A Related guides

§ C Companion tools

Disclaimer: Informational only, not legal or tax advice. Rules change, so confirm with a business attorney or CPA before you act.