New York PLLC Formation: Step-by-Step Guide

If you’re a professional licensed by the New York State Education Department (NYSED), you may need to form a professional limited liability company (PLLC) for your practice. New York law doesn’t allow licensed professionals to operate through a regular LLC. This guide explains how to form a PLLC in New York step-by-step, including PLLC naming rules, NYSED approval, state filings, the operating agreement, and the publication requirement.

If you’d like more detailed information about PLLCs, you can take a look at our Complete Guide to PLLCs.

Our firm has helped form hundreds of PLLCs since 2015. If you’d like assistance forming yours, you can request an instant fixed-fee quote. Otherwise, the steps for New York PLLC formation are outlined below.

How to form a PLLC in New York (Quick Overview)

To form a PLLC in New York, you’ll need to:

1. Choose a name acceptable to both New York State Education Department (NYSED) and the New York Department of State (NYDOS)
2. Obtain approval from NYSED to form the PLLC
3. File PLLC articles of organization with NYDOS
4. Register the formation with NYSED
5. Obtain an employer identification number (EIN) from the IRS
6. Create a PLLC operating agreement
7. Organize the PLLC
8. Publish legal notices in two newspapers published in the county where the PLLC is formed for six weeks
9. File certificate of publication with NYDOS

Most PLLCs are operational within 3.5 to 5 months, depending on NYSED’s caseload. Registration of the PLLC with NYSED and completion of the publication requirement take additional time, but the PLLC can begin operating before they are complete.

For additional information about forming a New York PLLC, refer to the

Special rules for attorneys: NYSED is not involved in the attorney PLLC formation process. Instead of obtaining approval from NYSED, attorneys must obtain a certificate of good standing from the appellate division where they were admitted. After the PLLC is formed, the formation must then be registered with that appellate division.

What’s a PLLC?

A professional limited liability company (PLLC) is a type of business entity that may be used by licensed professionals in New York. Professionals who may form PLLCs include:

1. accountants
2. architects
3. dentists
4. doctors
5. engineers
6. interior designers
7. mental health counselors
8. nurses
9. social workers
10. therapists
11. attorneys (not licensed by NYSED)

New York restricts the corporate practice of professions. This means licensed professionals usually cannot provide services through a regular LLC or corporation. Penalties for violations include fines, imprisonment and loss of licensure.

A full list of professions licensed by NYSED is available on the website of its office of professions

Step-by-Step Guide to Forming a New York PLLC from Start to Finish

1. Choose a name for the PLLC

   PLLC names must meet both New York Department of State (NYDOS) and professional naming rules. For professions licensed by the New York State Education Department (NYSED), PLLC names must:

   1. end with “Professional Limited Liability Company,” “Limited Liability Company,” “PLLC,” “P.L.L.C.,” “LLC” or “L.L.C.”
   2. clearly indicate the profession or professions practiced
   3. not be too similar to other names registered by NYDOS
   4. not be misleading
   5. not contain claims of superiority
   6. not indicate a result of services
   7. not be what NYSED may consider undignified or inappropriate

   The naming rules are more complicated than they seem. Here are some examples from our experience with forming PLLCs:

   1. NYSED allowed the use of “LCSW” to indicate the profession of a social work PLLC. However, it did not allow “LMHC” to indicate the profession of a mental health counseling PLLC. Instead, they required “mental health counseling” to be spelt out in full.
   2. PLLC’s owner was of Asian descent and their name translated to “moonlight” in English. NYSED prohibited the use of “moonlight” in the PLLC name because they felt it was improper since “moonlighting” could mean working more than one job at a time
   3. NYSED prohibited the use of “2B” as an abbreviation of “to be” because it was a made-up-word not in the dictionary
   4. PLLC’s owner earned an MD-equivalent degree from a foreign university. NYSED required owner to go through a New York MD conferral process before allowing “MD” to be used in the PLLC name
   5. NYSED prohibited the use of the phrase “architecture and design” because they felt it was misleading since “design” is not a licensed profession.

   Prior to deciding on a name, you may want to review NYSED’s naming rules as well as the NYDOS list of restricted words. Additionally, you will want to do a search on the NYDOS corporation and business entity database to get an idea of whether the name is too similar to the one you are considering.

   Attorney naming rules: Attorney PLLC names are not subject to NYSED rules. They need to meet the requirements of the Rules of Professional Conduct.

2. Obtain PLS-709 certificate of authority from NYSED

   Licensed professionals (other than attorneys) must obtain the approval from NYSED to form their PLLC. This approval comes in the form of a PLS-709 certificate of authority. NYSED’s PLLC formation application comprises of the following:

   1. cover letter requesting a certificate of authority, and including license information for all proposed owners and managers of the PLLC as well as an explanation of the PLLC name
   2. proposed PLLC articles of organization
   3. professional practice entity affidavit
   4. contact information sheet
   5. check for $10 per owner

   You may prepare your own PLLC articles of organization or use the form provided by NYDOS. You must use the professional practice entity affidavit and contact information sheet provided by NYSED’s office of professions.

   Once you’ve finished writing the cover letter, and filled out the forms, mail the entire New York PLLC formation application to NYSED at the following address:

   NY State Education Department
   Office of the Professions
   Division of Professional Licensing Services
   Professional Corporations Unit
   89 Washington Avenue
   Albany, NY 12234-1000

   Based on our experience, the application will sit in NYSED’s mailroom from anywhere between 2-10 weeks. Then, it will be placed on the desk of a specialist for review. NYSED typically says to expect 60 days for review. After this happens, hopefully, in about 3-5 months, you’ll receive a PLS-709 certificate of authority in the mail.

   If NYSED rejects the application, what happens depends on the situation. For minor issues, NYSED might contact you to make necessary corrections. Otherwise, you might be back at square one.

   Different rule for attorneys: A PLS-709 is not needed to form an attorney PLLC. Instead, the certificates of good standing of each owner is required. They can be ordered from attorney online services.

3. File PLLC articles of organization with NYDOS

   A PLLC is “born” when its articles of organization is filed with NYDOS. To properly file the articles of organization, the following must be sent to NYDOS:

   1. finalized articles of organization
   2. PLS-709 certificate of authority issued by NYSED (or certificates of good standing for attorneys)
   3. check for $200 filing fee
   4. check for $10 certification fee
   5. check for $25 expedite fee (recommended)
   6. cover letter requesting 24-hour expedited handling and certification of filed documents

   These should be mailed to the following address:

   Attention: Expedited Handling
   New York Department of State
   Division of Corporations
   One Commerce Plaza
   99 Washington Avenue
   Albany, NY 12231-0001

   Once received, NYDOS will review the package for compliance with its internal rules. If there are errors with the filing, NYDOS will send you a correction letter, stating the things that need to be fixed before they will file the PLLC’s articles of organization. If corrections are required, you’ll need to resolve them and resubmit to the above address. Otherwise, if the filing is approved, NYDOS will send you a certified copy and filing receipt for the PLLC articles of organization. At this point, your New York PLLC is technically formed

   Pro Tip:Requesting expedited handling is optional, but strongly recommended. An expedited handling request guarantees that the filing request will be reviewed in 1-2 business days. Otherwise, processing times can range from a week to several months, depending on the caseload of NYDOS.

4. Register the formation of the PLLC with NYSED

   Once the PLLC has been formed, it needs to register its formation with NYSED. This is done by mailing a certified copy of the articles of organization (received in the previous step) to NYSED at the following address:

   NY State Education Department
   Office of the Professions
   Division of Professional Licensing Services
   Professional Corporations Unit
   89 Washington Avenue
   Albany, NY 12234-1000

   The time it takes for the PLLC to be registered with NYSED is somewhat fluid. We’ve seen it take as little as 4 weeks, and as much as 16 weeks. But most PLLCs are registered within 10 weeks. Fortunately, you don’t need to wait for this process to be complete to use the PLLC. However, if your PLLC will be undergoing medicare or medicaid credentialling, it cannot be credentialed until registration is complete.

   Once registration is complete, your PLLC will show up in NYSED’s business entity database. Note that NYSED will not inform you when the PLLC is registered. You’ll need to check the database yourself after a few weeks.

   Registration for attorneys: NYSED is not involved in registering attorney PLLCs. Instead, a certified copy of the articles of organization should be forwarded to the appellate division of admission of each owner.

5. Obtain an employer identification number (EIN) from the IRS

   While waiting for the PLLC to be registered with NYSED, it should obtain an EIN. If you have a social security number, the EIN may be obtained through the IRS online EIN application. If not, you’ll need to prepare a Form SS-4 and mail it to the IRS at the following address:

   NY State Education Department
   Office of the Professions
   Division of Professional Licensing Services
   Professional Corporations Unit
   89 Washington Avenue
   Albany, NY 12234-1000

   Once the PLLC has been formed, it needs to register its formation with NYSED. This is done by mailing a certified copy of the articles of organization (received in the previous step) to NYSED at One of the following following addresses:

   If the PLLC has a U.S. address:
   Internal Revenue Service
   Attn: EIN Operation
   Cincinnati, OH 45999

   If the PLLC does not have a U.S. address:
   Internal Revenue Service
   Attn: EIN Operation
   Cincinnati, OH 45999

   It should take about 8 minutes to obtain an EIN online. If submitted by mail, you should expect a turnaround time of about 4 weeks (although we have seen up to 3 months). Once successful, the IRS will issue your PLLC a CP 575 letter, which designates the PLLC’s EIN.

   The EIN, together with the certified copy of the articles of organization, should be enough to open a bank account for the PLLC in New York.

6. Create a PLLC operating agreement

   New York requires a PLLC to create an operating agreement. The operating agreement is a legal contract amongst the PLLC, its owners, and its managers. It details the structure and operations of the PLLC, the rights of owners and managers, and, importantly, what happens when things go wrong. A well crafted operating agreement is essential as it helps to prevent problems before they arise, and protects the PLLC and its owners from external interference. Some things to consider when drafting an operating agreement include:

   1. member (owner) voting rights
   2. member and manager roles
   3. capital contributions
   4. admission, withdrawal and expulsion of members
   5. allocations of profits and losses
   6. transfer restrictions
   7. dissolution
   8. third party (assignee) rights
   9. fiduciary duties
   10. insurance

7. Organize the PLLC

   Your PLLC ready to do business once it goes through a process called “organization.” Organizing a PLLC involves drafting, signing, and certifying a few important documents. These documents include:

   1. Operating agreement
   2. Initial resolutions of members (owners)
   3. Initial resolutions of managers
   4. Membership (ownership) notices or certificates
   5. Membership ledger

   The resolutions of members and managers are a record of the official acts of the PLLC. The initial resolutions usually touch on confirmation of members and ownership structures, and who has authority to open bank accounts, sign contracts or do other things.

   The membership notices or certificates serve as evidence of ownership of the PLLC, while the membership ledger keeps track of changes in ownership over the PLLC.

   The organizational documents are internal documents, not filed with NYSED or NYDOS. Once the organization process is complete, the PLLC is ready to operate, irrespective of whether registered with NYSED or the publication process is complete.

8. Publish legal notices in two newspapers published in the county where the PLLC is formed for six weeks

   After you’ve formed your PLLC, it must publish legal notices for six consecutive weeks in two newspapers to inform the public of its formation. This has to be done within 120 days of formation.

   Not any newspaper will do. They two newspapers ust be designated by the county clerk of the county where your PLLC’s legal office is located. So you’ll have to contact the county clerk for the specific newspapers, and then contact the newspapers to arrange for publication. Each newspaper sets its own fees. From experience, Albany county newspapers cost the least, while New York (Manhattan) and Bronx county newspapers cost the most. Depending on the county, publication costs will be anywhere between $200 and $1,500.

   The legal notices must contain information about the PLLC, including its name, when it was formed, its address and its purpose. Most newspapers can help you with this. Once the newspapers complete the process, they will each send you an affidavit of publication.

9. File certificate of publication with NYDOS

   After you receive the affidavits of publication from the two newspapers, you’ll need to draft a certificate of publication. A form is available on the NYDOS website. To complete the process, the following should be sent to NYSED by mail:

   1. Certificate of publication
   2. Affidavits of publication from two newspapers
   3. check for $50 filing fee
   4. check for $25 expedite fee (recommended)
   5. Cover letter requesting expedited filing of the certificate of publication

   These should be mailed to the following address:

   Attention: Expedited Handling
   New York Department of State
   Division of Corporations
   One Commerce Plaza
   99 Washington Avenue
   Albany, NY 12231-0001

   Once processed, NYDOS will mail you a filing receipt for the certificate. This serves as proof that your PLLC completed the New York publication process. With this, all the general steps needed to form a PLLC is complete.