Iowa professional LLC (PLLC)

The Iowa professional LLC

Does a licensing board have to approve the filing?

None, and Iowa legislates the point rather than leaving it to inference. Iowa Code § 489.1106: "A professional limited liability company shall not be required to register with or to obtain any license, registration, certificate, or other legal authorization from a regulating board in order to practice a profession." Iowa Code § 496C.8 says the same for a professional corporation. Both sections then preserve the board's authority over the individual practitioner, even where that individual practises through the entity.

Which occupations Iowa says must use it

An enumerated closed list, written out separately but identically in each statute: Iowa Code § 489.1101(4) for the professional limited liability company and Iowa Code § 496C.2(4) for the professional corporation. Both list certified public accountancy, architecture, chiropractic, dentistry, physical therapy, practice as a physician assistant, psychology, professional engineering, land surveying, landscape architecture, law, medicine and surgery, optometry, osteopathic medicine and surgery, accounting practitioner, podiatry, real estate brokerage, speech pathology, audiology, veterinary medicine, pharmacy, nursing, marital and family therapy or mental health counselling (where licensed under chapters 147 and 154D), and social work (where licensed under chapter 147 and § 154C.3(1)(c)). An entity may practise one profession, or two or more that could lawfully be practised in combination by a licensed individual or a partnership of licensed individuals (§ 496C.4(1)); §§ 489.1105(2) and 496C.4(2) deem medicine and surgery, osteopathic medicine and surgery and practice as a physician assistant to be such a combination, and likewise marital and family therapy, mental health counselling, psychology and social work.

Iowa also offers a corporation under a professional statute

A practice choosing between the two forms is choosing between these rules and the ones above.

Does the agent requirement differ from an ordinary Iowa LLC’s?

No. Iowa sets no separate agent requirement for a professional entity — it is the same requirement an ordinary Iowa LLC files under.

What else Iowa requires

Iowa's professional forms are easy to miss because the filing office does not publish a separate formation document for either of them. The Secretary of State's forms-and-fees page lists one LLC formation filing, the Certificate of Organization under Iowa Code § 489.201, and one corporate formation filing, Articles of Incorporation under Iowa Code § 490.202. The only professional-specific items on that page are the 496C Domestic Statement Under Oath and 496C Foreign Statement Under Oath, which accompany a professional corporation's biennial report; Iowa Code § 496C.21 requires that report to state the name and address of one shareholder and to swear whether all shareholders, directors and officers other than assistant officers are licensed to practise a profession the corporation is authorised to practise. What makes an Iowa entity professional is therefore the name designator and the subchapter's substantive rules, not a distinct form. Who may organise: Iowa Code § 489.1104 for the PLLC and § 496C.6 for the professional corporation each require the organisers or incorporators to be licensed in the profession the entity will practise. The professional corporation statute lives at https://www.legis.iowa.gov/docs/ico/chapter/496C.pdf. Because a professional limited liability company is simply an LLC subject to subchapter XI, the chapter 489 registered-agent rules apply to it unchanged, and subchapter XI says nothing to the contrary.