How to Form a Professional Corporation in Arkansas

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A professional corporation is a specific type of business entity that is formed by individuals who are licensed professionals in regulated fields, such as law, medicine, or accounting. In Arkansas, forming a professional corporation requires specific steps and considerations. This guide aims to provide a step-by-step process along with vital information one needs to know when forming a professional corporation in Arkansas.

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Step 1: Determine Eligibility for Professional Corporations

Not all professions are eligible for professional corporations in Arkansas. The Arkansas Professional Corporation Act outlines the specific occupations that are eligible for forming a professional corporation. Examples of eligible professions include attorneys, physicians, dentists, architects, engineers, and accountants.

It's crucial to verify that your profession is eligible to form a professional corporation before proceeding to the next steps.

Step 2: Choose a Name for Your Professional Corporation

Selecting a suitable name for your professional corporation is vital. The chosen name must comply with Arkansas naming guidelines. Also, note that the name of your professional corporation cannot mislead the public or imply services beyond licensed professional services.

It's also advisable to conduct a name search through the Arkansas Secretary of State's database. This ensures that the chosen name is not already in use and is available for your professional corporation.

Step 3: Draft and File Articles of Incorporation

To form a professional corporation in Arkansas, you need to prepare articles of incorporation, which outlines the fundamental details of your company. Include the following information in your articles of incorporation:

- The name and address of the professional corporation

- The purpose of the corporation

- The names and addresses of the initial board of directors

- The registered agent's name and address

- The number and class of authorized shares

Once you have drafted the articles of incorporation, file them with the Arkansas Secretary of State. Depending on your preference, you can file online or by mail. Pay the required filing fee at the time of submission.

It's essential to keep copies of the filed articles of incorporation for your records.

Step 4: Create Corporate Bylaws and Governing Documents

After filing the articles of incorporation, it's essential to draft corporate bylaws for your professional corporation. Bylaws specify the internal rules and procedures that govern how your corporation is run. Include provisions related to shareholder meetings, voting mechanisms, and board of director roles and responsibilities.

Also, consider drafting additional governing documents, such as a shareholder agreement or professional services agreement. These documents can provide additional guidance and structure to your professional corporation.

Step 5: Obtain Necessary Permits and Licenses

Before commencing business operations, ensure that you have obtained any necessary permits and licenses required by your profession. Licenses and permits vary based on the specific profession and the local regulations governing it. For example, healthcare professionals need to obtain licenses from relevant Arkansas state boards.

Complying with all the necessary licensing requirements is crucial to legally operate your professional corporation in Arkansas.

Step 6: Register for Tax and Employer Identification Numbers

Registering for a federal employer identification number (EIN) with the Internal Revenue Service (IRS) is essential for your professional corporation. This unique identification number allows you to hire employees, open business bank accounts, and handle federal tax obligations.

Additionally, you may need to register your professional corporation with the Arkansas Department of Finance and Administration for state tax purposes. Consult with a tax professional to ensure compliance with all tax-related requirements.

Step 7: Obtain Professional Liability Insurance

Professional liability insurance protects you and your professional corporation in the event of negligence claims or lawsuits related to the professional services you provide. It is often a requirement for licensed professionals to carry professional liability insurance.

Consult with an insurance provider specializing in professional liability insurance to obtain the appropriate coverage for your professional corporation.

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Forming a professional corporation in Arkansas requires careful planning and compliance with specific regulations. Following these steps as outlined in this guide will help you establish a legally compliant and thriving professional corporation in Arkansas. Remember to seek the guidance of legal and tax professionals to ensure compliance with all applicable laws and regulations.

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