Professional Corporation vs Corporation – What’s the Difference

There are state laws that you should know before starting up a business. First, you must identify what type of entity your business will be. If you are planning to form a corporation for your business, you must first know the different types of corporations available. 

The reason why it’s very important is that failure to do so will only expose you to legal implications later.

If you’re a certified professional who is planning to form a corporation, you should go for a professional corporation instead of the traditional or regular corporation. You can ask for advice from a legal expert or experienced business attorney before you start processing your corporation documents.

There are five different types of corporations which are as follows:

 

  • Regular Corporation
  • Statutory Close Corporation
  • Quasi-closed Corporation
  • Professional Corporation
  • Non-profit Corporation

 

Among these corporations, the two most common are the Regular or Standard Corporation and the Professional Corporation.

This article will walk you through the similarities and differences between a standard corporation and a professional corporation so you can determine which is the right one for your business. We will also compare the requirements, qualifications, advantages, and disadvantages of these two.

 

Professional Corporation vs Corporation

 

A professional corporation is intended for licensed professionals who wish to form their own corporation. These certified professionals are the ones that perform services such as doctors, lawyers, accountants, engineers, and the likes. 

Although they can form a corporation, each one remains liable for his/her actions. At the same time, they are shielded from malpractice claims against associates of the corporation. Furthermore, shareholders are required to acquire licenses in their relevant professions.

Meanwhile, a standard or regular corporation is the most common type of corporate structure. It is entirely a separate legal entity owned by different stockholders. There is no limitation as to the number of stockholders a corporation must have unless otherwise prescribed by state law. 

The stockholder’s liability is dependent on the amount of investment the stockholder invested in the corporation. These stockholders can elect a Board of Directors with different roles in the corporation. 

These Board of Directors are then responsible for hiring employees for the day-to-day operation of the business. An annual meeting for the stockholders should be held.

 

Similarities Between Corporation and Professional Corporation

 

  • Both have stockholders and a Board of Directors. The Board of Directors is responsible for hiring employees to manage the day-to-day operations of the corporation.

 

  • Both have the same incorporation processes such as registration of business name to the state and filing of important and relevant documents.

 

  • Both have the same document formats such as Articles of Incorporation, By-Laws, and designated officers and directors.

 

  • Both are required to hold annual shareholders’ meetings and fulfillment of other corporate formalities required by the state.

 

Differences Between Corporation and Professional Corporation

 

  • A regular corporation can be formed by anyone whereas a professional corporation is bound by law to certain professional groups. The kind of professions that can qualify from forming a professional corporation varies from state to state. Some states can ban certain professions to incorporate. Therefore, it’s better to ask your registered agent if your profession is allowed in your state, otherwise, you can form a standard corporation. 

 

  • A professional corporation has features that a standard corporation does not have. In particular, PC (professional corporation) professionals are held liable for his/her malpractice while the corporation is spared. On the other hand, PC professionals are protected from liability from nonprofessional acts. Also, a professional corporation enjoys many tax benefits and has free transferability of interests.

 

  • A regular or standard corporation also has its own specific benefits. One such example is personal protection from the debts and liabilities of the corporation. In the case of debts, the members’ assets can’t be seized, and it’s only the corporation that must pay. In case the business is sued, individual members are partially protected from liabilities. Aside from that, the corporation can outlive the life of its owners, enjoy some tax-free benefits, and allow the transfer of ownership through the sale of stocks.

 

Hiring an Incorporation Service for Professional Corporation or Corporation

 

To avoid legal hassles in forming your corporation, we advise that you hire a registered agent unless you are in a legal profession. Here, we will give you a short review of some reputable names which you can choose to manage your incorporation papers. They’re as follows:

 

  • LegalZoom is a reputable company that has been in the business for 20+ years. They specialized in standard corporations. Besides, they have several package options for business formation, the lowest of which is $79 plus government filing fee.

 

  • Rocket Lawyer is known for its great customer service. At present, they have helped over 20 million customers which is a combination of business entities and individuals. Their one-time package is $99 excluding the state fee.

 

  • ZenBusiness offers the lowest business formation starter package at $49.00. Aside from that, they also have Pro and Premium packages at $199 and $299. Like Rocket Lawyer, they also have many positive reviews online.

 

  • If you are looking for a better deal, then Incfile is your best option. They have a $0 silver package plus $98 for state fee, but they also offer gold and platinum packages at $247 and $397 respectively, inclusive of the state fee.

 

However, if you want a company that specializes only in professional corporations, you can opt for MyCorporation. They offer incorporation services intended for different professionals in the field who want to build a corporation. Their package starts at $99 plus state fees.

You can also inquire about these companies’ specific plans which will entitle you to unlimited legal advice.

Conclusion

 

Deciding whether to hire a registered legal company to manage your incorporation papers should not be a question. The question should be which of these companies will best serve the interest of your business. 

If you are on your way to becoming a CEO, whether on a standard or professional corporation, it helps to seek some legal experts’ advice. Knowing which type of corporation to form can save you from future trouble financially and contractually. 

Aside from deciding on whether your corporation should be standard or professional, you also have to decide as to what business type your corporation should become, either an LCC, S Corporation, or C Corporation. Ask your registered legal agents which structure is ideal for your newly founded corporation.

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