Professional Limited Liability Company in the Practice of Medicine
Requirements
IMPORTANT: IMPORTANT: NCMB now provides two different pathways for individuals who wish to create or manage a NC-based Professional Limited Liability Company (PLLC).
If you are a licensee (physician or PA) of the North Carolina Medical Board, please establish your entity of choice by clicking on the Licensee Portal button at right.
If you are a non-licensee, please use the Non-licensee Portal button at right.
Additional information and forms concerning professional limited liability companies are available on the Secretary of Stateâs website , or you may call (919) 814-5400 | toll-free at (888) 246-7636.
Application Instructions:
A list of required documents to gather, complete and email to NCMB is outlined in our Online Application.
Complete the online portion of the application, available at right, pay the $50.00 application fee by VISA, MasterCard or Discover.
Email the scanned application documents to: corp.application@ncmedboard.org
Once documents are reviewed by NCMB and it has been determined that all statutory requirements are met (see the Process Tab), NCMB will email a scanned copy of the Articles to you along with a NCMB issued Certificate (NCMB PLLC-02) for filing with the NC Secretary of State. All other documents generated during the approval process will also be emailed to you as scanned documents for you to retain for your records.
Creation Filing with the NC Secretary of State (âSOSâ) requires the Articles with the NCMB dated/stamped seal, the Board issued Certificate and the required SOS fee. Filing with the SOS must be completed within four months of the NCMB Certificate issued date.
The NCMB verifies with the NC SOS that your business has submitted a Creation Filing within four months of certification.
To Complete Creation Filing with the NC Secretary of State, you have two options:
1. Print out the hardcopy of the scanned Corporation Documents for NC Secretary of State. These three documents are the stamped/approved (1) Application for Certificate of Authority, (2) NCMB issued Certificate (NCMB PC-02 or NCMB PLLC-02) and (3) the Certificate of Existence/Good Standing from the state of origination for filing with the NC Secretary of State. These three documents, along with the required fee will then need be mailed to the NC Secretary of State.
Unfiled Certificates expire after four months. If certification expires, reapplication will be required before filing with the SOS.
Process
The Medical Board requires that all applicants complete the online application prior to mailing in their documents.
Upon receipt, application packets are reviewed to ensure that statutory requirements are met. The following are examples of what the Board looks for during its application review.
The original Articles of Incorporation (Professional Limited Liability Company)
Corporate Name: The name shall not include any adjectives or other words not in accordance with ethical customs of the medical profession.
Corporate Name Ending: The name shall contain the word âprofessionalâ or the abbreviation âP.L.L.Câ or âPLLC.â
Corporate Name: A professional limited liability company may not use any name other than the company name registered with the NCMB and the Secretary of State. NCMB rules prohibit using a âd.b.a.â(doing business as) name.
Organizers: At least one organizer must be a NCMB licensee. One of the organizing members is required to sign the Articles before submitting them to NCMB.
The specific purpose for which the PLLC is being formed:
Physicians qualify to apply for a Certificate of Registration as a professional limited liability company with the purpose of practicing medicine;
Together a physician and a physician assistant qualify to apply for a Certificate of Registration as a professional limited liability company with the purpose of practicing medicine;
One hundred percent physician assistant owned corporations qualify to apply for a Certificate of Registration as a professional limited liability company with the purpose of performing medical acts, tasks and functions.
When the corporation is to be registered with other NC Boards, the purpose is reviewed to ensure respective members are licensed, certified or otherwise approved to provide the services outlined in the purpose.
The notarized Certificate of Organizing Members, NCMB PLLC-01
Verification of NCMB licensure of members.
Verification of Foreign Limited Liability Company memberâs licensure. At least one needs to be a NCMB licensee.
Verification of licensure of shareholders from other NC Boards.
Fees
Application
Non-refundable fee: $50.00
Paid by VISA, MasterCard, Discover or American Express during completion of online application.
From time to time, professional corporations have changes that must be reported to the NCMB and/or Secretary of State, such as a corporation name change or stock transfer. Instructions for reporting such changes are listed below.
Instructions for filing documents to issue or transfer stock or membership
All issuance or transfer of stock in a professional corporation requires certification of licensure from the NC Medical Board. Prior to the issuance or transfer of stock you must obtain NCMB certification by submitting the following to NCMB.
Online
⢠Through the NCMBâs Corporation Update portal you will be able to update shareholder information and obtain certification for new qualified shareholders. Online is only available for certification of NCMB Licensees.
Or By mail send to NCMB
⢠A letter, signed by an officer or legal representative of the corporation, stating the name of the corporation and the name of the individual licensed to practice medicine in NC who will be issued or transferred stock.
Upon execution by this Board certification (PC-05 or PLLC-05) will be issued for each newly added licensee. Certification must be permanently retained by the corporation
Name Change Request
To change the name of your professional corporation you must first submit to NCMB:
⢠Submit a cover letter requesting a name change and the original Articles of Amendment
The amendment must be signed by an officer of the corporation who is also a licensee of this Board.
⢠After review, the NCMB will return to you a Letter of NonâObjection authorizing the name change and the original Articles of Amendment with the Boardâs dated seal.
⢠File the approved Articles of Amendment and Letter of NonâObjection with the Secretary of State within four months.
Change of Registered Agent
Please notify the Board if you change the Registered Agent of your business entity by either:
⢠Submitting the agent change through the NCMBâs Corporation Update portal
⢠Sending NCMB a copy of the Articles of Amendment for Agent Change filed with the Secretary of State.
Dissolution of a professional corporation or limited liability company
To remove your business entity from the active roll of professional corporations due to closing, acquisition or etc. you are required to complete and file Articles of Dissolution with the Secretary of State. Send a copy to the NCMB Corporations Coordinator.