1. Limited Liability Corporations
2. Professional Limited Liability Companies (PLLC)
3. Professional Service Corporations and Limited Liability Companies
4. Limited Liability Company – General – Florida

A Florida professional limited liability company is a type of limited liability company (LLC) with owners that are licensed professionals.

Limited Liability Corporations

An LLC is a hybrid business entity between a partnership and a corporation. Similar to a partnership, an LLC allows the owners, called members, to manage the business in a more flexible manner. However, the benefit of an LLC over a partnership is the limited personal liability. If the business goes bankrupt or has legal action taken against it and is unable to pay its debts, the members aren't held personally responsible for any business debts in an LLC.

Each member is only liable up to the amount they contributed to the LLC. For example, if one member contributed $25,000 to the business at the time it was started, that member may not get that amount back if the business isn't successful but wouldn't be held responsible for any amount beyond what was originally invested.

Professional Limited Liability Companies (PLLC)

The members of a professional LLC (PLLC) must be professionally licensed. In the majority of states, including Florida, members of certain professions can start PLLCs, such as:

  • Architects
  • Attorneys
  • Accountants

When you form a PLLC and register it in Florida, you will have to provide proof of professional licensing for each member. If someone isn't licensed, they won't be able to be a member, nor can a business be a member of a PLLC.

In most states, the PLLC members are still held personally liable for certain legal action. For example, if the members of a PLLC are physicians, a member could still be held personally liable if a patient sued that physician for malpractice. However, only that member would be responsible. The other members in the PLLC wouldn't be reasonable for the other physician's claims.

It is always smart to hold professional liability insurance when operating a PLLC. A PLLC is similar to a traditional LLC in that its members aren't held personally responsible for other types of business debts, aside from malpractice claims, such as the lease cost for an office.

Professional Service Corporations and Limited Liability Companies

In the Florida Statutes Title XXXVI Business Organizations, Chapter 621, you'll find the details of the laws that govern the formation and operation of a PLLC and a professional service corporation.

In section 621.03, you'll find detailed definitions of certain terms in these types of business formations. One example is the term “professional service,” which refers to all types of personal services provided to the public and require that the person rendering the service hold some type of license or legal authorization. These personal services are generally provided by:

  • Dentists
  • Certified public accountants
  • Life insurance agents
  • Osteopathic physicians
  • Public accountants
  • Chiropodists
  • Surgeons and physicians
  • Chiropractic physicians
  • Attorneys at law
  • Doctors of medicine
  • Doctors of dentistry
  • Architects
  • Podiatric physicians
  • Veterinarians

Another term you will find in that section of the Florida statutes is “professional corporation,” which refers to any corporation that has been organized under the legal act for the specific and sole purpose of offering professional services. In order to qualify as this type of corporation, the owners or shareholders can only be:

  • Licensed or legally authorized individuals who can provide the same professional services that the corporation provides
  • PLLCs
  • Professional corporations

“Professional limited liability company” is any type of LLC that exists specifically to provide professional services. The members of a PLLC must be professional corporations or professionals who are licensed or otherwise authorized to provide the same services.

Limited Liability Company – General – Florida

When a group of PLLCs, individuals, or professional service corporations are legally authorized to provide certain services, they can organize a PLLC under chapter 608 of the Florida statute. The specific and sole purpose of this PLLC must be to provide the same professional service. A PLLC's name can include any or all of the last names of the members or shareholders, as well as the last names of deceased, retired, or former shareholders of members. It may also be named for its preceding PLLC, partnership, or LLC.

You may choose to include any combination of the names of current, preceding, or deceased shareholders or members in the name of the PLLC. It must also include the words “professional liability company” or an acceptable abbreviation, such as “PL” or “LC,” along with the word “chartered." The law that outlines the required inclusion of these terms in a PLLC name is in section 608.406, line 22.

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