Forming a Professional Association or a Professional Limited
Liablity Company in North Carolina
For information on forming a professional association or a professional limited liablity
company click on the appropriate link below. To view the rules regarding
Professional Corporations click here!!
Whether doing this on your own, or hiring an attorney to help, the
following steps will be helpful in incorporating your practice.
oDecide on the name you will use
for the company.Please note that the
name must include your surname and may not include descriptive phrases.(eg.John
Smith, D.D.S., P.L.L.C. can be used, while North Carolina Dental Associates, PLLC may not
be used).
oFax or email a written proposed name to
the Board office once you have settled on your company name.
You must include punctuation EXACTLY as it will appear on the
Articles of Organization.
oOur office will issue a package
that will include a certification of licensure, application for certificate of
registration for a professional limited liability company and the Board’s rules for
companies in North Carolina.The
certification of licensure will need to be attached to the Articles of Organization and
forwarded to the North Carolina Secretary of State.
oOnce registered with Secretary of
State and the filed Articles of Organization have been returned, please forward a copy of
the Articles, the application for certificate of registration for a professional limited
liability company, and the $50 filing fee to our office within 10 business days
from the date of filing with the Secretary of State’s office.
oOnce all
information is received, our office will forward a certificate of registration, which
displays the professional limited liability company name and registration date.
Important
Information
Please note that
professional limited liability companies fall under Statute 55B of the North Carolina
General Statutes. Please refer to the North Carolina General Assembly’s Website
at www.ncga.state.nc.us for
a copy.
North Carolina
Secretary of State
For questions
concerning filing with the North Carolina Secretary of State, please contact them at PO
Box 29622 Raleigh, NC 27626-0622, Phone (919) 807-2000 or toll free at (888)
830-4989. Their website address is www.secstate.state.nc.us.
Frequently
Asked Questions
Can I receive
a certificate of licensure to send to the Secretary of State if I am not sure of the
corporation name I will be using?
No. The Secretary of State requires that the
certificate you submit contains the exact name of the corporation before they will file
Articles of Organization.
Is it
necessary to use an attorney to form the corporation?
No.
You may form a professional limited liability company without the help of
an attorney; however, many dentists choose to use an attorney to help determine which type
of corporation best suits them.
My
license is currently on a probationary status; can I still form a corporation?
Yes. But please note that if your license is
suspended or becomes inactive, you will no longer be able to keep the corporation in an
active status.
What happens if I
don’t submit the required information by the deadline?
If the information is
not received in our office, we will send a letter to remind you that the professional
limited liability company has not registered with the Board.If you fail to respond, we will issue a final
letter with a deadline.If that deadline
passes and you have failed to register with our office, the Secretary of State will be
notified to suspend the professional limited liability company.
Are there fees that I
must pay?
Yes, every year on the anniversary of the
registration of the professional limited liability company, a renewal application will be
sent, which must be completed and returned with a $25 fee by the end of the renewal month.Failure to renew will result in suspension of the
professional limited liability company with the Secretary of State.
What if I already
have a professional limited liability company, but want to add a member or change the
name?
In order to change the name of the professional limited liability company,
you must contact our office with the same information as for filing the professional
limited liability company originally.However,
once you receive the filed Articles of Amendment, you need only submit a copy of them to
our office.There is no fee required.
Information
to have when contacting the Board Office
The following is a list of
information to have ready when contacting the Board office that will make your call more
efficient:
oThe exact name of
the professional limited liability company, including periods, commas and spaces.
oThe license number of the dentist.
oThe address where you want the materials to be
sent.
o Any questions which you may have.
Forming
A Professional Association
The Process
Whether doing this on
your own, or through an attorney, the following steps will be helpful in incorporating a
practice.
oDecide on the name you will use
for the corporation.Please note that the
name must include your surname and may not include descriptive phrases.(eg.John
Smith, D.D.S., P.A. can be used, while North Carolina Dental Associates,
PA may not
be used).
oFax or email a written proposed name to
the Board office once you have settled on your company name.
You must include punctuation EXACTLY as it will appear on the
Articles of Incorporation.
oOur office will issue a package
that will include a certification of licensure, application for certificate of
registration for a professional association and the Board’s rules for
corporations in North Carolina.The
certification of licensure will need to be attached to the Articles of
Incorporation and
forwarded to the North Carolina Secretary of State.
oOnce registered with Secretary of
State and the filed Articles of Incorporation have been returned, please forward a copy of
the Articles, the application for certificate of registration for a professional
association, and the $50 filing fee to our office within 10 business days
from the date of filing with the Secretary of State’s office.
oOnce all
information is received, our office will forward a certificate of registration, which
displays the professional association name and registration date.
Important Information
Please note that Professional Associations fall under Statute 55B
of the General Statutes of North Carolina.Please
refer to the North Carolina General Assembly’s website at www.ncga.state.nc.us for a
copy.
North Carolina Secretary of
State
For questions concerning filing with
the North Carolina Secretary of State please contact them at:PO Box 29622 Raleigh, NC 27626-0622, phone (919)
807-2000 or toll free at (888) 830-4989.Their
website address is www.secstate.state.nc.us.
Frequently
Asked Questions
Can I
receive a certificate to send to the Secretary of State if I am not sure of the
corporation name I will be using?
No. The Secretary of State requires that
the certificate you submit contains the exact name of your corporation before they will
file the Articles of Incorporation.
Is it
necessary that I use an attorney to form my corporation?
No. You may form your corporation
without the help of an attorney; however, many dentists choose to use an attorney to help
determine which type of corporation best suits them.
My license
is currently on a probationary status; can I still form a corporation?
Yes, but please note that if your license is
suspended or becomes inactive, you will no longer be able to keep the corporation in an
active status.
What happens
if I don’t submit the required information after the deadline?
If the information is not received in our office, we will
send a letter to remind you that the corporation has not registered with the Board.If you fail to respond to the letter, we will
issue a final letter with a deadline. If the deadline passes and you have failed to
register with our office, we will notify Secretary of State to suspend your corporation.
Are there
annual fees that I must pay?
Yes. Every year on the anniversary
of registration with the Board, a renewal application will be sent, which you must
complete and return with a $25 fee by the end of the renewal month.Failure to do so will result in suspension of the
corporation with the Secretary of State.
What if I already
have a corporation, but want to add a partner or change the name of the corporation?
In order to change the name of the corporation, you must contact
our office with the same information as for filing a corporation.However, once you receive the filed Articles of
Amendment from the Secretary of State’s office, you need only submit a copy of the
Articles to our office.There is no fee
required.
Information
to have when calling the Board Office
The following is a list of
information to have ready when contacting the Board office that will make your call more
efficient:
oThe exact name of
the professional association, including periods, commas and spaces.
oThe license number of the dentist.
oThe address where you want the materials to be
sent.
