Business Formation Guide
A state-by-state guide to registering your law firm as an LLC/PLLC, LLP, or Professional Corporation — the general process, entity-type trade-offs, and direct links to each Secretary of State.
Choose your entity type
Professional LLC (PLLC / LLC)
A limited liability company restricted to licensed professionals. Limits personal liability for the firm’s debts and for co-owners’ malpractice, but does not shield you from your own malpractice. Often the simplest structure for a solo.
LLP (Limited Liability Partnership)
A partnership structure for multi-attorney firms where each partner is generally shielded from the malpractice of other partners. Best when two or more attorneys co-own the firm.
Professional Corporation (PC / P.C.)
A corporation owned by licensed professionals. Provides a formal structure with shareholders and directors; may carry tax considerations (potential double taxation unless an S-corp election is made). Some states require PCs for law firms.
Important: Many states restrict law firms to professional entities (PLLC or PC) and some prohibit certain structures entirely. Confirm permitted entity types on your state profile and with the bar before filing.
The formation process, step by step
Choose a compliant firm name
Check name availability with your Secretary of State and confirm it complies with your bar’s trade-name rules (no misleading terms, " PLLC/P.C." suffix where required).
Appoint a registered agent
Designate a person or service in your state to receive legal notices. Many formation services provide one.
File formation documents
File Articles of Organization (LLC/PLLC) or Articles of Incorporation (PC) with the Secretary of State and pay the filing fee.
Obtain bar approval if required
Some states require bar pre-approval of the firm name or a certificate of good standing before practicing through an entity.
Create your governing document
Adopt an Operating Agreement (LLC), Partnership Agreement (LLP), or Bylaws (PC). Keep it on file even if not filed with the state.
Get an EIN from the IRS
Apply free at IRS.gov for an Employer Identification Number — required to open a business bank account.
Open business bank accounts
Open a separate operating account and, if you hold client funds, a dedicated IOLTA/trust account.
Register for state & local taxes
Register with your state tax department and local business registry; handle sales/occupational taxes if applicable.
Secretary of State — file in your state
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Permitted types: PC, PLLC, LLC, partnership (confirm current rule)
Educational only — not legal or tax advice. Filing fees, required forms, and permitted entity types change and vary by state. Always confirm with your Secretary of State and state bar before filing, and consult a CPA/tax advisor on the tax election (S-corp vs. default) that fits your situation.