Special Requirement for Professional Firms Forming a Business in Minnesota

If you are starting an LLC or corporation in Minnesota that will be providing professional services, there are special requirements to consider.

Certain professional services firms require specific provisions in their Articles of Organization (for an LLC) or Articles of Incorporation (for a corporation). These professional firms include

  • Accountancy
  • Architecture
  • Certified Interior Design
  • Chiropractic
  • Dentistry & Dental Hygiene
  • Engineering
  • Geoscience
  • Landscape Architecture
  • Law
  • Marriage & Family Therapy
  • Medicine & Surgery
  • Optometry
  • Pharmacy
  • Physician Assistant
  • Podiatric Medicine
  • Professional Counseling
  • Psychology
  • Registered Nursing
  • Social Work
  • Surveying
  • Veterinary Medicine

Professional Services in Minnesota Statutes

The entire list is provided in the definition of “professional services” in Minnesota Statutes section 319B.02 subdiv. 19. Under that section, “professional services” means services of the type required or permitted to be furnished by a professional under a license, registration, or certificate issued by the state of Minnesota to practice medicine and surgery under Minnesota Statutes §§ 147.01 to 147.22, as a physician assistant pursuant to Minnesota Statutes §§ 147A.01 to 147A.27, chiropractic under Minnesota Statutes §§ 148.01 to 148.105, registered nursing under Minnesota Statutes §§ 148.171 to148.285, optometry under Minnesota Statutes §§ 148.52 to 148.62, psychology under Minnesota Statutes §§ 148.88 to 148.98, social work under chapter 148D, marriage and family therapy under Minnesota Statutes §§ 148B.29 to 148B.39, professional counseling under Minnesota Statutes §§ 148B.50 to 148B.593, dentistry and dental hygiene under Minnesota Statutes §§ 150A.01 to 150A.12, pharmacy under Minnesota Statutes §§ 151.01 to 151.40, podiatric medicine under Minnesota Statutes §§ 153.01 to 153.25, veterinary medicine under Minnesota Statutes §§ 156.001 to 156.14, architecture, engineering, surveying, landscape architecture, geoscience, and certified interior design under Minnesota Statutes §§ 326.02 to 326.15, accountancy under chapter 326A, or law under Minnesota Statutes §§481.01 to 481.17, or under a license or certificate issued by another state under similar laws. Professional services includes services of the type required to be furnished by a professional pursuant to a license or other authority to practice law under the laws of a foreign nation.

Go here for additional information on state licensing agencies for professional services firms.

Leave a Public Comment

  • Aaron D. Hall
    January 21, 2013, 9:26 pm
    Aaron D. Hall


    I believe the post is correct.

    Minn. Stat 319B.02, subd. 11 provides that:

    “Minnesota professional firm” means a Minnesota firm that has in effect an election under section 319B.03, subdivision 2.

    Meanwhile, Minn. Stat. 319B.03, subd. 2 states:

    To elect to become a Minnesota professional firm and be authorized to furnish professional services according to sections 319B.01 to 319B.12, a Minnesota firm must in its organizational document:

    (1) state that the Minnesota firm elects to operate under those sections;

    (2) acknowledge that the Minnesota firm is subject to those sections; and

    (3) specify from the list stated in section 319B.02, subdivision 19, the category or categories of professional services the Minnesota firm is authorized to provide.

    Thus, in order for election to be effective, a C-Corp or an LLC “must” include the provided text in its organizational documents.

  • Steven Carter
    January 21, 2013, 3:17 pm

    Please review MN Statute 319B again. The statute repeatedly uses the terms “may”, “elect”, and “election.” Professional Firm status is an option that overlays the other forms of incorporation (e.g., C-Corp, LLC, etc.). It is mandatory only when required by the relevant licensing board. Currently, the only boards that require are the veterinary and law boards. You can read more here: http://stmichael.patch.com/blog_posts/the-basics-of-the-minnesota-professional-firms-act