LLC vs PLLC: Understanding Key Differences and Choosing the Right Structure

|

Understanding the differences between an LLC (Limited Liability Company) and a PLLC (Professional Limited Liability Company) is essential for selecting the right business structure that aligns with your goals and legal requirements. Both entities offer liability protection, but PLLCs are specifically designed for licensed professionals.

LLCs suit general businesses, while PLLCs cater to industries like law, medicine, and accounting, requiring compliance with professional licensing boards.

This guide provides:

  • A detailed comparison of LLCs vs PLLCs.
  • The benefits and drawbacks of each structure.
  • Steps to form the right entity for your business.

Let’s dive into the key differences and help you choose the best structure for your needs.

What Are LLCs and PLLCs?

Understanding the distinctions between LLCs and PLLCs is vital for choosing the right structure for your business or professional practice. Both offer liability protection and flexibility, but they cater to different needs—LLCs suit a wide range of industries, while PLLCs specifically address the requirements of licensed professionals. Here's what you need to know about these two business structures.

What Is an LLC?

A limited liability company (LLC) is a business entity offering liability protection to its business owners while maintaining flexible management. It’s popular for startups and established ventures because it combines features of sole proprietorship and corporations. Owners can separate personal assets from the firm’s debts or legal disputes. Unlike corporations, LLCs generally don’t face double taxation—they may enjoy pass-through tax returns where profits and losses go directly to members. State regulations vary, but an llc operating agreement typically defines ownership percentages and voting rights.

What Is a PLLC?

A professional limited liability company (PLLC) operates like a standard LLC but caters to licensed professionals—such as lawyers, doctors, or accountants—who render professional services. Specific professions often require a PLLC to address malpractice concerns. While you still gain liability shields for business obligations, you remain personally liable for malpractice claims. Formation demands more scrutiny from a licensing board or other authority, reflecting heightened legal standards. Because of these distinctions, forming a PLLC can involve more paperwork and state-level approvals than a standard llc.

Simplify Your LLC Formation

Form an LLC quickly and protect your personal assets with Northwest's expert services. Start your business confidently with their seamless process.

Key Differences Between LLC and PLLC

Choosing between an LLC and a PLLC depends on your profession, ownership needs, and state regulations. While both offer liability protection, PLLCs cater exclusively to licensed professionals and come with stricter compliance requirements. This section breaks down how these entities differ in licensing, ownership, and liability protections, helping you decide which fits your business goals.

Licensing Requirements:

  • PLLC: Must satisfy your state regulations for licensed practitioners (e.g., doctors, attorneys).
  • LLC: Open to all industries without specialized professional license prerequisites.
    Forming a pllc vs llc generally demands board verification of your credentials, ensuring compliance with specific professions guidelines.

Ownership Restrictions:

  • PLLC: Only licensed professional individuals can own shares.
  • LLC: Can be member-managed by anyone, from real estate investors to general entrepreneurs.
    If you run a law firm or medical practice, a PLLC ensures you comply with local rules limiting ownership to similarly credentialed peers.

Naming Rules:

  • PLLC: Often must include “PLLC” or “Professional LLC” in the official name.
  • LLC: Typically uses “LLC” or “L.L.C.” suffix.
    Your business structure choice also affects how you brand the company—some states require disclaimers clarifying your professional status. Discover tips for selecting the best LLC names to create a memorable and compliant brand identity.

Liability Protections:

LLC: Shields owners from general company debts, yet doesn’t extend to wrongdoing by members outside official duties.
For limited liability companies providing high-stakes professional service, the extra compliance ensures better clarity on who’s accountable for errors.

PLLC: Safeguards personal property from business-related liabilities but doesn’t protect you from personal negligence or malpractice suits. Defining your business purpose early helps you identify the appropriate structure and coverage needed to align with long-term goals.

Key Differences Between LLC and PLLC
Category LLC PLLC
Licensing Requirements Open to all industries without requiring professional licenses. Limited to licensed professionals (e.g., doctors, attorneys) per state rules.
Ownership Restrictions Can be owned and managed by anyone, including general entrepreneurs. Ownership limited to licensed professionals in the same field.
Naming Rules Must include “LLC” or “L.L.C.” in the official name. Must include “PLLC” or “Professional LLC” in the name, as per state laws.
Liability Protections Protects personal assets from company debts but not personal wrongdoing. Shields personal assets from business liabilities but doesn’t cover personal negligence.
Compliance Complexity Simpler compliance with fewer restrictions on operations. Higher compliance requirements, including board credential verification.
Ideal For Entrepreneurs, small businesses, real estate investors, and e-commerce owners. Licensed professionals such as lawyers, accountants, and medical practitioners.

Benefits and Drawbacks of LLCs and PLLCs

Both LLCs and PLLCs provide unique advantages, from tax benefits to operational flexibility. However, they also come with certain drawbacks, particularly for licensed professionals requiring compliance with industry regulations. By weighing the pros and cons of each, you can make an informed decision that aligns with your professional or entrepreneurial goals.

Benefits of LLCs

  1. Simplicity – Formation steps are more straightforward than corporations.
  2. Pass-Through Taxation – No entity-level income tax in many cases.
  3. Flexibility – Easy to customize management structure.

LLCs suit entrepreneurs wanting robust yet flexible liability protection with minimal formalities.

Benefits of PLLCs

  1. Professional Credibility – Shows compliance with licensing board requirements.
  2. Limited Liability – Insulates your firm from liabilities, except for personal malpractice.
  3. Tailored Governance – Reflects the complexities of professional services.

For law firms or dental practices, PLLCs help reassure clients that the business meets elevated regulatory standards.

Disadvantages of PLLCs

  1. Extra Paperwork – Must secure board approval before forming a pllc.
  2. Personal Malpractice Liability – Even with a PLLC, you’re still on the hook for personal negligence.
  3. Geographic Constraints – Some states limit or do not offer PLLC statutes, restricting your formation options.

Which Structure Is Better for Your Business?

Selecting the right business structure hinges on your industry and long-term objectives. LLCs often suit general businesses like retail or consulting, while PLLCs are tailored to licensed professionals. By assessing your growth plans, licensing requirements, and liability needs, you can identify the most suitable entity for your specific circumstances.

LLCs for General Businesses

For general industries—like management structure consulting, e-commerce, or sole proprietorship conversions—an LLC usually suffices. It’s simpler than a corporation and typically spares you double taxation. The internal revenue service also permits pass-through taxation for many standard LLCs.

PLLCs for Licensed Professionals

(Official Resource)
If your operations hinge on a professional corporation arrangement—like medical or law firm practice—forming a pllc can fulfill state mandates. PLLC advantages revolve around specialized regulation: regulators ensure your team holds proper credentials and malpractice insurance coverage. This approach fosters client trust but entails stricter compliance rules.

Professional PLLC Support

For licensed professionals, ZenBusiness simplifies PLLC formation. Ensure compliance with state laws while securing your practice.

How to Form an LLC or PLLC

Forming an LLC or PLLC involves key steps like filing formation documents, securing necessary permits, and drafting an operating agreement. The process varies by state and professional requirements, but understanding these steps ensures a smooth setup. Whether you're starting a general business or a professional practice, this guide helps you navigate the formation process with confidence.

Step 1: Check Licensing Requirements

If you plan to provide professional limited liability company services, confirm your field’s rules. Some states only allow doctors, nurses, or certain licensed pros to run a PLLC. Others rely on a professional state regulations board to validate your credentials.

Step 2: Choose a State

While you can register in any state, pick one that aligns with your market and taxes. Forming an llc in your home state is common, but cross-state expansions might be worth it if you operate regionally. For medical or licensed professional settings, confirm reciprocity of licenses or additional steps in each region.

Step 3: File Articles of Organization

Complete the official documents (sometimes labeled articles of incorporation for corporations, but here you’d do LLC paperwork). Understanding the LLC cost ensures you're prepared for filing fees and other associated expenses. Expect a filing fee from $50 to $500, based on your locale. If you’re forming a pllc, your licensing board may need to sign off before submission.

Step 4: Create an Operating Agreement

Beyond the default rules, your llc operating agreement sets decision-making protocols, ownership splits, and more. This is especially crucial for a multi-member LLC. Spell out how profits get distributed, how new partners join, and who handles tasks like record-keeping or compliance.

Step 5: Obtain Necessary Permits

Whether your enterprise is a legal entity or private limited company, local laws might require additional steps. For instance, a real estate business might need specific certifications, while a design firm could need local business licenses. Skipping these steps can invite fines or forced closures.

Step 6: Apply for an EIN

Acquire an Employer Identification Number from the IRS. This nine-digit code is vital for tax reporting and payroll. Once approved, set up a bank account to keep finances separate—this fosters better liability protection and helps maintain clarity in recordkeeping.

How to Form an LLC or PLLC
Step 1: Check Licensing Requirements
Verify if your profession requires a PLLC. Some fields like medicine or law may mandate specific licensing board approvals before proceeding.
Step 2: Choose a State
Decide whether to register in your home state or a state with favorable taxes and regulations. Confirm license reciprocity if expanding across states.
Step 3: File Articles of Organization
Submit the necessary formation documents and pay filing fees ($50–$500). PLLC applicants may need board approval before filing.
Step 4: Create an Operating Agreement
Draft an agreement outlining ownership, profit distribution, and decision-making processes. This is crucial for multi-member LLCs.
Step 5: Obtain Necessary Permits
Check for additional certifications or licenses required by local laws. Industries like real estate or design might have specific permit needs.
Step 6: Apply for an EIN
Get an Employer Identification Number (EIN) from the IRS to manage taxes and payroll. Open a business bank account to separate personal and business finances.

Tax Implications of LLC vs PLLC

Both LLCs and PLLCs offer favorable tax options like pass-through taxation, but additional state-specific taxes and self-employment obligations can apply. Understanding these nuances helps you optimize tax planning and avoid compliance pitfalls, ensuring financial stability and alignment with your business structure.

Pass-Through Taxation

Many small entities opt for pass-through tax purposes, letting profits and losses flow to each member’s personal returns. Both LLCs and PLLCs typically default to this approach unless you elect corporate status. You avoid double taxation, but each owner must handle self-employment tax obligations.

State Taxes

Some states assess extra fees or taxes on limited liability companies, especially if they surpass certain revenue thresholds. For instance, certain jurisdictions impose franchise levies regardless of profit level. Investigate local guidelines to prevent unexpected bills.

Self-Employment Taxes

Owners in pass-through structures pay Social Security and Medicare taxes on their share of net earnings. The rate hovers around 15.3% (split for employer-employee portions). If you reclassify as an S corp, you may reduce these burdens but increase complexity.

Tax Differences Between LLC and PLLC
Tax Aspect LLC PLLC Impact on Cost
Filing Requirements State-specific filing + annual reports Same, plus board approval if required Slightly higher for PLLCs if profession demands oversight
Self-Employment Tax Rate ~15.3% on net earnings Same as LLC unless S corp elected Varies with chosen structure
State-Level Franchise Fee Some states impose a flat or % fee Same as LLC in many states Adds to annual overhead
Federal Tax Purposes Pass-through default, elect corp if desired Same pass-through default structure Minimally affects overall strategy

Legal Protections and Risks

LLCs and PLLCs provide valuable liability protection, but they differ in how they shield assets. While LLCs protect against general debts, PLLCs address professional liability within regulated industries. Knowing these distinctions safeguards your personal and business interests, minimizing exposure to legal risks.

Asset Protection

Forming an llc and pllc offers a shield against general company liabilities. If your enterprise faces debts or lawsuits, creditors typically can’t seize your personal assets. However, be mindful of maintaining a strict separation between personal and company accounts—commingling funds can compromise this shield.

Professional Liability

For licensed professions, malpractice insurance remains crucial. Even pllc vs llc structures can’t absolve you from personal negligence claims. Should a client file a negligence suit, your coverage’s policy limits determine how much the insurer pays. Still, structural protection helps limit damage to your business finances, preventing total ruin if litigation arises.

State-Specific Rules for LLCs and PLLCs

Each state sets unique guidelines for forming LLCs and PLLCs, from naming conventions to compliance with licensing boards. Whether you're in California, Florida, Texas, or beyond, understanding local regulations ensures proper setup and ongoing compliance with state laws.

llc vs pllc California

California lets licensed professionals create PLLCs under tight oversight. Lawyers and doctors often form an llc or pllc only if the state bar or medical board authorizes it. General LLCs require completing articles of organization with the Secretary of State, plus an annual franchise tax fee. Once approved, professional filers must show board approval. Non-licensed businesses typically just file the standard LLC form. Seek counsel on naming, as “Professional LLC” might need explicit disclaimers. If you practice law or medicine, confirm licensure and compliance with state boards. California Business Portal

llc vs pllc Florida

Florida allows both standard LLCs and PLLCs, but certain occupations must stick to the pllc advantages route. To better understand the process, explore how to get an LLC in Florida to ensure compliance with the state’s requirements. Dentists, attorneys, or accountants typically set up a professional entity. Submit “Professional” in your business name and gather all required docs from relevant licensing bodies. Standard LLCs skip these steps if you’re not offering restricted professional service. Register with the Department of State via Sunbiz, pay the filing fee, and keep up with annual reports. Florida Division of Corporations is your official resource for forms and guidelines. Learn the essential steps to start a corporation if you’re planning to scale and raise significant capital.

llc vs pllc Texas

For Texans, forming a pllc demands a specialized approach for licensed fields (like engineering or health). The state boards often want proof of credentials before final approval. General LLCs, in contrast, file standard formation documents with the Secretary of State, paying approximately $300 for the certificate. Both structures enjoy pass-through taxation unless you elect otherwise. Watch out for the yearly public information report to keep good standing. Texas Secretary of State lays out step-by-step instructions for each entity type.

llc vs pllc Georgia

Georgia’s laws let most businesses form an LLC with minimal fuss. However, licensed professional practitioners (like CPAs or architects) might need a professional corporation or pllc alternative. Fill out an operating agreement that addresses malpractice or ownership restrictions. The Secretary of State’s Corporations Division handles initial paperwork and annual renewals. Filing fees range around $100, plus additional costs if you expedite. If you’re unsure whether your profession mandates a PLLC, consult your state licensing board. Georgia Corporations Division is your go-to.

llc vs pllc Washington

Washington State permits limited liability companies for most ventures but reserves PLLCs for regulated roles—vets, lawyers, and so on. Gather licensing endorsements from the relevant board if providing specialized professional services. Then file an online or paper form with the Corporations & Charities Filing System. Check renewal schedules, as missing them can lead to dissolution. If you’re forming a standard LLC, you’ll bypass these extra steps. Washington Secretary of State provides official guidelines and e-filing options.

llc vs pllc New York

New York demands additional formalities for PLLCs. For instance, attorneys or doctors must confirm board registration before filing. If you're considering expanding operations, explore how to start an LLC in New Jersey for a seamless setup in neighboring states. Standard LLC owners can simply publish a notice of formation in two newspapers per county requirements (part of the publication requirement). Both entity types must comply with state tax obligations, including possibly collecting sales tax if retail. Check the licensure rules carefully to confirm the correct structure for your sector. New York State Division of Corporations has all relevant resources and forms.

llc vs pllc Arizona

Arizona provides distinct formation processes for general LLCs and PLLCs used by regulated professionals—like mental health counselors or pharmacists. You’ll file standard formation docs or add professional disclaimers if the state mandates them for your pllc vs llc route. After approval, you typically must publish your entity’s name in a designated newspaper within 60 days (some counties exempt this step). For attorneys or medics, confirm licensing checks in addition to the Arizona Corporate Commission application. Arizona Corporation Commission outlines each process and relevant fees.

llc vs pllc Colorado

Colorado welcomes both, but if you’re practicing medicine, law, or similar professional trades, you may need a PLLC. The formalities revolve around verifying your credentials. General LLCs file articles online with the Secretary of State’s office at a minimal cost, while professional filers must secure board clearance. Tax treatment remains flexible—opt for pass-through or corporate classification. Check local municipal rules if you plan to handle hazardous materials or real estate closings. Colorado Secretary of State offers e-filing tools and name search features.

llc vs pllc Illinois

Illinois demands proof from a state licensing agency if you’re launching a professional service as a PLLC. Most other ventures form a standard LLC via the Secretary of State’s website. Fees generally hover around $150 for articles, plus an annual renewal. For attorneys, mental health pros, or accountants, confirm acceptance by the state boards. If your profession is unregulated, a normal LLC covers your liability protection needs. Illinois Secretary of State breaks down e-forms, guidelines, and any specialized disclaimers for naming conventions.

State-Specific Rules for LLCs and PLLCs
State Key Rules and Guidelines
California Requires state board approval for PLLCs (e.g., lawyers, doctors). Annual franchise tax applies. General LLCs file with the Secretary of State.
Florida PLLCs required for regulated professions (e.g., dentists, attorneys). Register via Sunbiz, with annual reporting obligations. Naming rules apply for professional entities.
Texas PLLCs need board credential verification for licensed professionals. General LLCs file standard forms, with a $300 filing fee.
Georgia Licensed professionals (e.g., CPAs) often need a PLLC. General LLCs file operating agreements and articles with the Secretary of State.
Washington PLLCs require licensing endorsements for regulated services. File via the Corporations & Charities Filing System.
New York PLLCs need state board registration. Standard LLCs must comply with the publication requirement (notices in two newspapers).
Arizona PLLCs require disclaimers for regulated professions. Publish the formation notice within 60 days if required by the county.
Colorado PLLCs need credential verification. General LLCs file articles with minimal costs. Local rules may apply for real estate or hazardous material handling.
Illinois PLLCs require licensing agency proof for professional services. General LLCs pay $150 for filing and annual renewals.

Frequently Asked Questions About LLC vs PLLC

Answers to common questions about LLCs and PLLCs, such as conversions, licensing requirements, and tax implications, help clarify your options. By addressing these concerns, this FAQ section ensures you're well-informed to make the best decision for your business structure.

Can an LLC be converted to a PLLC?

Yes. Changing your llc into a PLLC generally involves filing an amendment form or new formation documents with state authorities, plus showing your professional credentials. You’ll likely face an extra filing fee or compliance check from the relevant licensing board. During conversion, maintain your existing operating agreement if you only alter the structure. Confirm that your new entity name adheres to professional naming rules, typically requiring “PLLC” at the end. Check local guidelines for notification requirements to clients, the IRS, and lenders.

Is a PLLC required for all professionals?

No. Not every licensed professional must establish a PLLC. Some states allow a sole proprietor or limited liability partnership for certain roles like freelance writers or consultants, where no regulated license applies. For regulated fields—law, medicine, accountancy—your jurisdiction might mandate forming a pllc. Always consult your professional license board or attorney to confirm if your industry necessitates a professional LLC variant. Laws differ widely, making it wise to confirm compliance before practicing under an llc vs pllc setup.

Can a PLLC operate in multiple states?

Yes, but each state has its own regulations regarding business entity status for professional services. You might need to file as a foreign PLLC or secure new board approvals in each location. For instance, a dentist licensed in Arizona must meet local licensing standards to expand operations into California. The process typically includes extra paperwork and state fees. Confirm that your malpractice insurance extends across multiple states to avoid coverage gaps. Proper coordination reduces the risk of practicing without valid credentials.

Are PLLCs more expensive to set up than LLCs?

Often, yes. Forming a pllc advantages approach can involve extra fees and documentation. Your state licensing authority may impose review costs, and you may need to pay more for malpractice claims coverage. Additionally, states like New York or California might add publication or professional registration costs. While a standard llc usually has a simpler, cheaper process, the heightened compliance of a PLLC suits licensed fields. The added upfront expense often pays off by meeting legal obligations and securing professional credibility.

What professions mandate PLLCs?

Fields like law, medicine, dentistry, architecture, accounting, and engineering frequently require forming a pllc. In many jurisdictions, these roles are regulated under specific professional service laws demanding advanced liability coverage. The structure ensures each member holds a valid license and meets ongoing guidelines from the relevant licensing board. If you’re in a less-regulated sector—like marketing or software development—a standard LLC is typically acceptable. Always confirm with your state licensing department or bar association if your sector mandates a pllc vs llc formation.

Expert Guidance for LLCs and PLLCs

Harbor Compliance provides tailored solutions for forming LLCs and PLLCs. Rely on trusted experts to handle your state requirements and licensing needs.

Leave a Comment