As a licensed professional in Maine you can structure your business as a Maine professional limited liability company (PLLC). This will give you protection from several important types of liability. It also may provide certain tax advantages compared to other ways of structuring your business.
A Maine PLLC is a limited liability company (LLC) formed specifically by people who will provide Maine licensed professional services. LLCs in general are businesses registered with the state that consist of one or more people—called LLC members—who own the business. Like other LLCs, PLLCs protect their individual members from people with claims for many (but not all) types of financial debts or personal injuries.
Under the relevant Maine law, a professional service is a service provided by:
Anyone who is licensed to practice one of these professions in Maine can form a Maine PLLC. More generally, any person who provides professional services that require a state license can form a PLLC.
To form your Maine PLLC you'll need to:
The Maine Secretary of State has a blank certificate of formation form available on its website (Form MLLC-6). The form includes a place to indicate that you are forming a professional LLC and state what kind of professional services you will provide. The current filing fee for the certificate of formation is $175.
Maine requires that your PLLC contain the words "limited liability company," or "limited company," or the abbreviation "L.L.C.," "LLC," "L.C." or "LC." For additional important information on LLC names, check the Business Name, Location & Licenses section of the Nolo website.
A Maine PLLC can only provide the professional services indicated in its certificate of formation. Maine PLLCs and/or their members are subject to the regulation of the relevant state professional licensing authorities.
You should make sure you have an operating agreement for your PLLC. Unlike professional licenses, articles of organization, naming restrictions, and service restrictions, this is not a state requirement. However, it is important to have an operating agreement so that other members of the PLLC (if any), as well as outside companies and businesses (for example banks), know what the internal rules are for your business. Depending on your own level of knowledge and expertise, you should consider having a lawyer assist you in preparing this document.
Forming your professional service business as a PLLC will protect you personally from:
Regarding protection from liability for the malpractice of fellow PLLC members, be aware that, for some professions in some states, PLLC members are required to have a minimum amount of malpractice insurance before they are eligible for such protection. Therefore, it's always a good idea to double check your state's PLLC laws, as well as your state's rules for your particular profession, regarding minimum insurance requirements.
Meanwhile, you are personally responsible if:
Because you are not protected from your own malpractice, you should make sure you have professional liability insurance—and, if applicable, that your coverage meets any minimum insurance requirements.
A PLLC is not the same thing as a professional corporation (PC). A PLLC is a newer type of business entity than a PC. Here are some of the key differences:
The tax differences between PLLCs and PCs can become complicated. For example, a PC can elect a special tax status (S corporation status) that effectively makes it a pass-through tax entity like a PLLC. And, meanwhile, PCs that don't elect special status may be subject to double taxation—in other words, both the PC itself and its shareholders may have to pay taxes on business income.
At the same time, both PLLCs and PCs provide liability protection for, respectively, their members or shareholders. Because the protection is essentially the same for both PLLCs and PCs, but PLLCs are simpler to create and operate, many professionals prefer the PLLC structure.
Maine allows professionals to form both PCs and PLLCs. Maine's rules for PLLCs, which are newer, depend mainly on the older rules for PCs.
For more information on the requirements for forming and operating an LLC in Maine, such as those relating to annual reports and taxes, see Nolo's articles in 50-State Guide to Forming an LLC and 50-State Guide to Annual Report and Tax Filing Requirements for LLCs, along with the other articles on LLCs in the LLC section of the Nolo website.