PLLCs and professional corporations in Utah

Dentists, physicians, CPAs, therapists, architects, engineers, and a long list of other licensed people don’t just pick “LLC” and move on. Utah has a professional services company. The name people use is PLLC.

The list of professions is in Utah Code § 16-20-901. It includes those practices. It does not include a general contractor’s license. If you’re a contractor, tell me. A regular LLC is often the starting point, and the license still has to sit with the person the state licensed. I don’t file a PLLC just because it sounds more official.

One profession. Utah Code § 16-20-906 says the company provides that profession and services tied to it. Not a second, unrelated business on the side.

The name. Under § 16-20-904 the company’s filed name has to include “professional limited liability company,” “P.L.L.C.,” or “PLLC.”

The certificate. Section 16-20-903 says it has to describe the profession and name each member or manager, with a street address. A plain LLC certificate doesn’t ask for that.

Who does the work. Section 16-20-905 says the professional service is provided through someone licensed in Utah to do it. The company is not a substitute for your license.

The usual picture is licensed owners. Utah Code § 16-20-909 also leaves room for what your own licensing act allows, including a narrow opening for someone who isn’t licensed, and it still says the Utah service itself goes through a licensed person.

I read the licensing act for your profession before I file. I don’t guess from a blog post, including this one. If your board expects a professional corporation instead of a PLLC, we use that. A professional corporation uses “professional corporation” or “P.C.” in the name. Same idea: licensed owners, one profession, a company that doesn’t freelance into a second practice.

If a member dies, becomes incapacitated, or loses the license, Utah Code § 16-20-910 limits who can take the interest. Section 16-20-911 says that if the certificate, the operating agreement, and a private agreement are all silent, the company has to purchase that interest within 90 days after it learns of the death, incapacity, or disqualification, at a reasonable fair market value.

Ninety days and “reasonable” is a hard way to find a price. I write the buy-sell or the operating agreement so you pick the price and the buyer while everyone is still practicing.

A PLLC or a professional corporation is not the straightforward LLC on the pricing page. I quote a flat fee after the consult, once I know the profession and whether we’re forming or cleaning up a company you already filed.

The published formation price is for a straightforward LLC, on the LLC formation page. If that’s the right entity, I’ll tell you and we’ll use it. I won’t charge you for a PLLC you don’t need.