PLLC vs. LLC: What's the Difference and Which One Do You Need?
A PLLC is a specialized LLC for licensed professionals — doctors, lawyers, accountants, and others. Learn how a PLLC differs from a standard LLC, who qualifies, and which structure fits your business.
Bizee Editorial Staff
Editorial Team
Introduction
A PLLC (Professional Limited Liability Company) is a specialized version of an LLC available only to licensed professionals — think doctors, lawyers, accountants, and architects. Both structures offer liability protection and pass-through taxation, but a PLLC adds membership restrictions and doesn't shield you from your own professional malpractice claims.
What is an LLC?
A Limited Liability Company (LLC) is a business entity that separates your personal finances from your business finances. If the business gets sued or takes on debt, your personal assets — your home, savings, car — aren't on the hook. The IRS doesn't treat an LLC as its own tax category; instead, it defaults to pass-through taxation, meaning profits and losses flow to your personal tax return.
Anyone can form an LLC — there are no federal restrictions on who can be a member. Individuals, corporations, other LLCs, and foreign entities can all hold membership. That flexibility is one reason the LLC is the most common business structure for small business owners in the United States.
What is a PLLC?
A Professional Limited Liability Company (PLLC) is a type of LLC designed for licensed professionals whose work is regulated by a state licensing board. It works like a standard LLC in most ways — same pass-through taxation, same basic structure — but membership is restricted to people who hold the required professional license in the state where the PLLC is formed.
Not every state allows PLLCs, and the professions that qualify vary by state. Common professions that can form a PLLC include doctors, dentists, lawyers, CPAs, architects, engineers, pharmacists, psychologists, chiropractors, social workers, veterinarians, and real estate agents. If your state doesn't specify which professions qualify, check with your Secretary of State.
Doctors and dentists
Lawyers and attorneys
Architects and engineers
Pharmacists and psychologists
Chiropractors and social workers
Veterinarians
Real estate agents (in states that permit it)
How a PLLC and an LLC compare
A PLLC and an LLC share the same core structure — both are formed by filing articles of organization with the state, both offer limited liability protection, and both default to pass-through taxation. The differences come down to who can be a member, what the liability protection covers, and which states allow the structure.
Side-by-side comparison
| Feature | LLC | PLLC |
|---|---|---|
| Who can be a member | Anyone — individuals, corporations, other LLCs | Licensed professionals only, in the applicable field |
| Liability protection | Personal assets protected from business debts and lawsuits | Personal assets protected from business debts, but not from your own malpractice |
| Malpractice liability | Members not personally liable for other members' negligence | Each member remains personally liable for their own professional negligence |
| Formation | File articles of organization with the state | File articles of organization; some states require proof of licensure |
| State availability | Available in all 50 states | Not available in all states; eligible professions vary by state |
| Tax treatment | Pass-through by default; can elect S Corp or C Corp taxation | Same as LLC — pass-through by default; S Corp election available |
Who can be a member
LLC
Anyone — individuals, corporations, other LLCs
PLLC
Licensed professionals only, in the applicable field
Liability protection
LLC
Personal assets protected from business debts and lawsuits
PLLC
Personal assets protected from business debts, but not from your own malpractice
Malpractice liability
LLC
Members not personally liable for other members' negligence
PLLC
Each member remains personally liable for their own professional negligence
Formation
LLC
File articles of organization with the state
PLLC
File articles of organization; some states require proof of licensure
State availability
LLC
Available in all 50 states
PLLC
Not available in all states; eligible professions vary by state
Tax treatment
LLC
Pass-through by default; can elect S Corp or C Corp taxation
PLLC
Same as LLC — pass-through by default; S Corp election available
Liability protection: where they differ
Both structures protect your personal assets from general business debts and lawsuits — that's the core promise of limited liability. But a PLLC doesn't protect you from claims tied to your own professional negligence. If a patient sues you for malpractice, or a client sues you for bad legal advice, you're personally on the hook for that claim regardless of your PLLC status.
There's one meaningful upside to the PLLC structure in a multi-member practice: one member's malpractice doesn't create liability for the other members. If your business partner makes a professional error, your personal finances aren't fair game for that claim. That cross-protection is one of the main reasons licensed professionals in group practices choose a PLLC over a general partnership.
Tax treatment for PLLCs and LLCs
The IRS doesn't recognize either LLCs or PLLCs as separate tax classifications. Both default to pass-through taxation — profits and losses flow through to the members' personal tax returns. A single-member LLC or PLLC is taxed like a sole proprietorship. A multi-member LLC or PLLC is taxed like a partnership.
Both structures can also elect to be taxed as an S Corporation by filing Form 2553 with the IRS. For profitable businesses, an S Corp election can reduce self-employment taxes by allowing owners to split income between a salary and distributions. A tax professional can help you figure out whether that election makes sense for your situation. Some states also treat PLLCs differently from LLCs for state tax purposes, so it's worth checking your state's rules.
Which one is right for your business?
If you're a licensed professional in a state that allows PLLCs, the choice often isn't optional — some states require licensed professionals to form a PLLC rather than a standard LLC. Check with your state's licensing board and Secretary of State to find out whether your profession is required to use the PLLC structure.
If you're not a licensed professional — or if your state doesn't offer PLLCs — a standard LLC is the right structure. It gives you the same liability protection and tax flexibility without the membership restrictions. Most entrepreneurs starting a business that doesn't require a state professional license will form a standard LLC. A legal professional can help you figure out which structure your state requires for your specific profession.
FAQ
A PLLC — Professional Limited Liability Company — is a type of LLC available only to licensed professionals whose work is regulated by a state licensing board. It offers the same pass-through taxation and basic liability protection as a standard LLC, but membership is restricted to people who hold the required professional license in the state where the PLLC is formed.
Not all states permit PLLCs, and the rules vary. States that allow PLLC formation include Arkansas, Arizona, Colorado, Florida, Idaho, Iowa, Kentucky, Maine, Massachusetts, Michigan, Minnesota, Mississippi, Montana, Nevada, New Hampshire, New York, North Carolina, North Dakota, Oklahoma, Pennsylvania, South Dakota, Tennessee, Texas, Utah, Vermont, Virginia, Washington, West Virginia, and the District of Columbia. Check with your Secretary of State to confirm availability and eligible professions in your state.
No. A PLLC does not protect you from claims tied to your own professional negligence or malpractice. You remain personally liable for your own errors. What a PLLC does protect you from is another member's malpractice — if your business partner makes a professional mistake, your personal finances aren't fair game for that claim. For general business debts and lawsuits unrelated to professional services, the standard limited liability protection applies.
Yes. A PLLC can elect S Corporation tax treatment by filing Form 2553 with the IRS, the same way a standard LLC can. Under an S Corp election, the business's profits pass through to members, who can split income between a W-2 salary and distributions — which can reduce self-employment taxes for profitable businesses. A tax professional can help you figure out whether the S Corp election makes sense for your PLLC.
It depends on how your PLLC is taxed. If your PLLC is taxed as a sole proprietorship or partnership (the default), you take owner's draws — you move money from the business account to your personal account. If your PLLC has elected S Corporation status, you need to pay yourself a reasonable salary as a W-2 employee and can take additional distributions on top of that. A tax professional can help you figure out the right approach for your situation.
The owners of a PLLC are called members, the same term used for LLC owners. A PLLC with one owner is a single-member PLLC; a PLLC with multiple owners is a multi-member PLLC. All members must hold the required professional license in the applicable field — non-licensed individuals generally can't hold membership in a PLLC.
In Texas, licensed professionals — including doctors, lawyers, CPAs, and architects — are generally required to form a PLLC rather than a standard LLC. Texas allows PLLC formation under the Texas Business Organizations Code, and members must hold the applicable state license. The formation process is similar to a standard LLC: you file a certificate of formation with the Texas Secretary of State. A legal professional familiar with Texas requirements can help you confirm whether your profession requires a PLLC.
A PLLC and a Limited Liability Partnership (LLP) are both used by licensed professionals, but they're different structures. A PLLC is a type of LLC — it has members, not partners, and offers the same liability protection framework as an LLC. An LLP is a partnership structure where each partner is protected from the malpractice of other partners but may still carry some personal liability for business debts depending on the state. The right choice depends on your profession and your state's rules — a legal professional can help you figure out which structure applies.