Foreign Professional Service Limited Liability Companies (PLLC)
Before filing your corporate formation documents, please read "Tips to Avoid Unnecessary Processing Delays."
- Certificate of Authority to Practice a Profession
Section 1306 of the Limited Liability Company Law provides that a Certificate or Certificates issued by the licensing authority be attached to the Application for Authority. This Certificate will affirm that each individual within the corporation intending to practice the profession or professions in this State is licensed to practice said profession or professions in this State.
Section 1306 provides that, in the case of foreign professional limited liability companies providing services in the health professions or in the design professions of professional engineering, land surveying, architecture, geology, or landscape architecture, that each manager/owner of the foreign professional limited liability company must be licensed to practice said profession in New York State and the original jurisdiction. (See Section I, "Professions Under Jurisdiction of the State Education Department" for a list of health services professions.)
- Obtaining a Certificate of Authority
A Certificate of Authority will be issued upon receipt of the appropriate fee and documentation of the requirements enumerated below. Each applicant must submit:
- a completed Application for Authority (a sample format for this
document is available from the Department of State at
- a copy of the Certificate of Incorporation and any Certificates
of Amendment filed in the original jurisdiction and verification of
the purpose of the entity in the original jurisdiction;
- an affidavit, signed by the president of the corporation, listing all of the current members/managers of the corporation: and
- satisfactory evidence of licensure in the original jurisdiction
and New York State for each member/manager of the company. This may
be verification of licensure from the licensing authority in the original
jurisdiction or a copy of a current license or registration certificate.
In a foreign professional service limited liability company that provides health services or the design services that include professional engineering, land surveying, architecture, geology, or landscape architecture, the members/manager of the company must all be licensed in the original jurisdiction and in New York State. (See Section I, "Professions Under Jurisdiction of the State Education Department" for a list of health services professions.)
The company name in New York State must be exactly as it is in the original jurisdiction with the addition of the words "Professional Limited Liability Company" or "Limited Liability Company" or the abbreviation "P.L.L.C.", "PLLC", "L.L.C." or "LLC."
Foreign professional service limited liability company names used in New York State must also satisfy all other conditions that are required of companies originally formed in New York State. If the name of the company in the original jurisdiction does not reference the profession or professions to be practiced, a Certificate of Assumed Name must also be filed along with the application to the New York State Education Department.
Please be aware that listing your business address in the paragraph which designates the Secretary of State as agent of the professional corporation upon whom process against it may be served, may help to assure that you receive all future correspondence from our department in a timely manner. In addition, please be aware that business addresses will be available to the public.
- a completed Application for Authority (a sample format for this document is available from the Department of State at www.dos.ny.gov/forms/corporations/1369-f-l.pdf 366 KB);
To see a "checklist" of requirements for filing a Foreign Professional Limited Liability Company, click here.