Q: I am wondering if you help people form PLLCs in the state of Utah?
Thank you to a customer from Utah for that excellent question. (And yes, we can help you form a PLLC!) Professional limited liability companies (PLLCs) are LLCs for licensed professionals, such as public accountants and engineers. In Utah, forming a PLLC requires filing a PLLC Certificate of Organization. Read on for more:
1. Make sure you are licensed in Utah
Under Utah Code § 48-3a-1105, all the members of a PLLC must be professionally licensed in Utah for the service the company will offer. As such, prior to forming your PLLC, make sure all members have a current license in good standing with your profession’s Utah licensing board.
What services are considered “professional” in Utah?
Any service requiring a license, certificate or other legal authorization is considered a professional service. Utah Code § 48-3a-1101 lists the following as licensed professions:
- Appraisers
- Architects
- Attorneys
- Chiropractors
- Dentists
- Engineers
- Medical physicians, surgeons and doctors
- Naturopaths
- Nurses
- Optometrists
- Osteopaths
- Pharmacists
- Physician assistants
- Physical therapists
- Podiatrists
- Psychologists
- Public accountants
- Real estate brokers and sales agents
- Social workers
- Therapists
- Veterinarians
If you’re not certain whether you need to form a PLLC for your business, we recommend that you consult with a business attorney.
2. Hire a Utah registered agent
All LLCs in Utah are legally required to name a Utah registered agent—PLLCs included. Registered agents are a person or business that can accept legal notices for your business.
Some business owners choose to be their own registered agent, but doing so comes with conditions. Registered agent addresses are public record, so if you prefer privacy, serving as the agent for your company might not be the ideal choice. Agents also need to be available at their registered office location during business hours to accept service of process.
Due to these restrictions, many businesses choose to hire a registered agent service for the sake of convenience and privacy.
3. File your Utah PLLC Certificate of Organization
Once you have your licenses and registered agent, you can form your PLLC by filing a Certificate of Organization (Professional Services Limited Liability Company) application with the Utah Department of Commerce – Division of Corporations & Commercial Code. You will need to provide the following information:
- Name of the LLC
- Principal office address (no PO boxes)
- Professional service provided
- Name and address of registered agent
- Name and signature of organizer (a member of the PLLC)
- Names and addresses of managers or membership
You’ll also have the option of including:
- Duration of the company (indicating whether the company is to expire at a set date or not)
- Whether or not your business is female-owned
- Whether or not your business is minority-owned
What naming requirements are there for a Utah PLLC?
Per Utah Code § 48-3a-1104, a PLLC’s name must include the words “professional limited liability company” or the abbreviations “PLLC” or “P.L.L.C.” The name cannot claim or imply it was formed for any other practice than as stated in the PLLC’s Certificate of Organization, and must also comply with any naming rules set by the board regulating the professional service offered.
How do I submit my PLLC’s Articles of Organization?
You can file online, by mail, in person, or by fax.
Online: OneStop Online Business Registration
By Mail:
Utah Division of Corporations & Commercial Code
P.O. Box 146705
Salt Lake City, UT 84114-6705
In Person:
Heber M. Wells Building
160 E. 300 S, 1st Floor
Salt Lake City, UT 84111
By Fax: (801) 530-6438.
How long does it take to process a PLLC filing?
When filing online, your PLLC will be processed within 24 hours. A paper or fax form takes longer (about 5-7 days after the Division of Corporations & Commercial Code receives it), but you can get it completed in 48 hours with an expedited service option.
What does it cost to form a Utah PLLC?
Utah charges a $54 processing fee for a PLLC Certificate of Organization. For 48 hour expedited processing, an additional $75 fee is required.
Can my Utah PLLC apply to multiple professions?
No. Utah limits PLLCs to one professional service, so if you hoped to establish accounting and legal firms under a single PLLC, you’re out of luck and will need to create two separate PLLCs instead (see: Utah Code § 48-3a-1106).
Am I still protected from liability with a PLLC?
To a degree. PLLC members are not personally liable for the debts of the business, or the professional services of other members. So if one member of a PLLC is sued for malpractice, the other members won’t be made legally culpable. However, each member is still liable for their own professional services.
Can I form a professional corporation in Utah?
A professional corporation is a business that provides professional services (like a PLLC), but it’s organized like a corporation, with stockholders and corporate tax paid on income. While a PC is similar to a PLLC, corporations in general tend to be more complicated to form and operate.
Read more about the differences between the two entities: LLC vs. Corporation