How to Form a PLLC in New York: Approval, Filing, and Publication

To form a PLLC in New York, a licensed professional must get written approval from their licensing authority, file a PLLC-specific Articles of Organization form with the Department of State along with a $200 fee, and then publish a formation notice in two county-designated newspapers within 120 days of filing. The sequence matters. Skip a step or take them out of order and the filing gets rejected or the entity’s authority to operate gets suspended.

Here is how each step works, what it costs, and where new practices most often stumble.

Confirm You Can Actually Form a PLLC

PLLCs are reserved for individuals licensed in a profession regulated under Title VIII of the New York Education Law. The statute names specific fields: medicine, dentistry, veterinary medicine, engineering, land surveying, architecture, landscape architecture, geology, clinical social work, creative arts therapy, marriage and family therapy, mental health counseling, psychoanalysis, and applied behavior analysis, among others.¹ Attorneys and certified public accountants qualify as well. Every member must hold a valid license in the profession the company will practice.

For a subset of professions the rule is stricter still. In medicine, dentistry, veterinary medicine, engineering, land surveying, architecture, and clinical social work, every member must be licensed in that same specific profession.¹ A physician and an attorney cannot co-own one PLLC. Multi-discipline practices generally need separate entities for each profession or a different structure altogether.

Step One: Get Approval From Your Licensing Authority

This has to happen first, because the approval document gets filed with your Articles of Organization, not sent in later.

Most professions apply to the New York State Education Department’s Office of the Professions for a Certificate of Authority. The application takes three documents: a completed copy of the PLLC Articles of Organization form, a Professional Corporations Contact Information Form, and an affidavit. The fee is $10 per member, and applications are accepted only by mail.²

Attorneys use a different document: a Certificate of Good Standing from the Appellate Division of the Supreme Court for the judicial department where they are admitted.³ Whichever certificate applies, it goes to the Department of State alongside your formation papers. Without it, the filing will be rejected.

Step Two: Choose a Name That Will Clear

Your PLLC name must be distinguishable from every LLC, corporation, and limited partnership already on file with the Department of State.⁴ Search the Department of State’s business entity database before you file. A name too close to an existing one bounces the entire filing.

The name must end with “Professional Limited Liability Company,” “Limited Liability Company,” or one of their abbreviations: “PLLC,” “P.L.L.C.,” “LLC,” or “L.L.C.”⁵ Certain words, including “bank,” “insurance,” and “board of education,” require approval from other state agencies before the Department of State will accept the filing.

Step Three: File the Articles of Organization

PLLCs use form DOS-1374-f. This is the trap most first-time filers fall into: the standard LLC form is DOS-1336-f, and it will not work for a professional entity.⁶ The filing fee is $200.³

The Articles must list the PLLC’s name, the county where its office is located, and a designation of the Secretary of State as agent for service of process. The professional service form also asks you to identify the profession the PLLC will practice. Attach the Certificate of Authority (or Certificate of Good Standing for attorneys) before submitting.²

You can file by mail or in person at the Division of Corporations in Albany. When you submit, ask for a certified copy of the Articles of Organization to be returned. You will need it for publication and for routine business tasks like opening a bank account.

Step Four: Publish Within 120 Days

Within 120 days of the filing date, publish a formation notice in two newspapers in the county where your PLLC’s office is located. One must be a weekly, the other a daily, and both must be designated by the county clerk. The notice runs once a week for six consecutive weeks.⁷

The notice must include:

The PLLC’s name and the date the Articles of Organization were filed
The county of the office and the street address of the principal business location, if any
A statement that the Secretary of State has been designated as agent for service of process, plus the mailing address where the Secretary of State should forward process
The character or purpose of the PLLC’s business

Publication costs vary sharply by county. Manhattan and the other New York City boroughs routinely run past $1,500 for the full six weeks. Upstate counties can come in at a few hundred dollars. Some practitioners locate their PLLC’s office in a less expensive county to cut this expense, though the office must actually be there.

Once the six weeks finish, the newspapers issue affidavits of publication. File a Certificate of Publication with those affidavits attached and a $50 fee with the Department of State.⁸

Missing the 120-Day Deadline

Miss the deadline and the PLLC’s authority to conduct any business in New York is automatically suspended.⁷ The entity still exists; it just cannot legally operate. To fix the suspension you have to run publication from scratch, pay the cost again, and wait out another six weeks. This is one of the most common compliance failures for new PLLCs, usually because the owner gets busy with actual client work.

Step Five: Adopt an Operating Agreement

New York requires every LLC, including PLLCs, to adopt a written operating agreement. The statute allows up to 90 days after filing the Articles of Organization to execute it, though you can also sign it before or at the time of filing.⁹

The agreement covers management, allocation of profits and losses, member rights and responsibilities, and what happens when a member leaves or wants to sell an interest. For a PLLC, address what happens if a member loses their professional license, because the law forces immediate divestiture in that scenario. The agreement stays in your business records and is not filed with any state agency.

What the PLLC Protects You From (and What It Doesn’t)

A PLLC shields its members from the general business debts of the company and from the malpractice of other members. If your partner gets sued for professional negligence, the plaintiff cannot reach your personal assets. The company’s own debts, such as office leases, equipment loans, and vendor invoices, stay at the entity level.

The PLLC does not protect you from your own malpractice. If you personally commit a professional error, you are personally liable for it, just as you would be practicing solo. Professional liability insurance remains essential.

After You Are Formed

Get an EIN

The PLLC needs an Employer Identification Number from the IRS for tax filings, payroll, and opening a business bank account. You can apply free at irs.gov, but wait until the Department of State has your entity on file, because the IRS recommends forming with the state first.¹⁰

File the Biennial Statement

Every two years the PLLC files a Biennial Statement with the Department of State. The fee is $9 and filing is available online through the e-Statement Filing Service. Missing it does not dissolve the company, but the Department of State’s records will show the PLLC as past due, and any Certificate of Status you request will reflect that delinquency, which can block bank loans and lease applications.¹¹

Choose a Federal Tax Treatment

By default the IRS treats a single-member PLLC as a disregarded entity, with income and expenses reported on Schedule C of the owner’s personal return and the full net profit subject to self-employment tax.¹² A multi-member PLLC defaults to partnership taxation, with each member receiving a Schedule K-1. Either can elect corporate taxation on IRS Form 8832, and many owners then elect S-corporation status on Form 2553 to split income between salary and distributions.¹³ Whether that split saves enough to justify the added payroll administration is a question for a tax advisor who works with professional practices.

Plan for a Member Losing Their License

If any member, manager, or employee becomes legally disqualified from practicing in New York, they must immediately sever all employment and financial interests in the company. The only exceptions are interests as a creditor or vested rights under a retirement plan.¹⁴

The disqualification creates an irrevocable offer to sell the disqualified person’s interest back to the PLLC, under either the terms in the operating agreement or the default statutory provisions. If the PLLC fails to enforce the buyout, that failure is grounds for dissolving the company.¹⁴ Negotiate those buyout terms in the operating agreement now, while everyone is still practicing. It is much harder to do it in the middle of a license crisis.

1
New York State Senate. New York Limited Liability Company Law 1203 – Formation
2
New York State Education Department. NYS Corporate Entities for Professional Practice – Section VI Professional Service Limited Liability Companies (PLLC)
3
Department of State. Articles of Organization (Professional Service) for Domestic Limited Liability Companies
4
New York State Senate. New York Limited Liability Company Law 204 – Limited Liability Company Name
5
New York State Senate. New York Limited Liability Company Law 1212 – Limited Liability Company Name
6
New York State Department of State. Articles of Organization of Professional Service Limited Liability Company
7
New York State Senate. New York Limited Liability Company Law 206 – Affidavits of Publication
8
New York Department of State. Certificate of Publication for Domestic Limited Liability Company
9
New York State Senate. New York Limited Liability Company Law 417 – Operating Agreement
10
Internal Revenue Service. Get an Employer Identification Number
11
New York Department of State. Biennial Statements for Business Corporations and Limited Liability Companies
12
Internal Revenue Service. Single Member Limited Liability Companies
13
Internal Revenue Service. About Form 8832, Entity Classification Election
14
New York State Senate. New York Limited Liability Company Law 1209 – Disqualification of Members, Managers and Employees