Introduction

If you are a professional in Ohio looking to establish a corporation, specifically a professional corporation, this guide will walk you through the process. A professional corporation is a unique legal structure that offers numerous benefits and protections for professionals such as doctors, lawyers, accountants, and engineers. With this step-by-step guide, you will learn the necessary requirements, documents, and the overall process to successfully form a professional corporation in Ohio in 2023.

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Step 1: Choose a Name for Your Professional Corporation

The first step in forming a professional corporation in Ohio is selecting a unique name for your entity. Ensure the chosen name reflects the ethical guidelines set forth by relevant professional bodies. Conduct a thorough search using the Ohio Secretary of State's business entity database to ensure there are no existing corporations with a similar name.

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Step 2: Appoint Professional Directors

As a professional corporation, Ohio requires you to appoint professional directors. These are individuals licensed or authorized to render the same professional services as your corporation. Make sure to gather the necessary information, such as their full legal names, contact details, and their professional license or authorization numbers.

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Step 3: Prepare Required Documents

In this step, you will need to compile the necessary documents for the formation of your professional corporation:

1. Articles of Incorporation: Prepare Articles of Incorporation for your professional corporation, which outline key details about your entity, including its name, purpose, registered agent, and the professional services it will provide. This document must be completed as per Ohio statutory requirements and filed with the Ohio Secretary of State.

2. Professional Designations: Include professional designations in your corporation's name when drafting the Articles of Incorporation. Some professions require specific abbreviations or wording. Cross-reference the requirements with your respective professional board to ensure compliance.

3. Registered Agent Information: Designate a registered agent to receive legal and official documentation on behalf of your corporation. The registered agent must have a physical address in Ohio. This individual or entity must consent to act as the registered agent before being designated in your Articles of Incorporation.

4. Directors and Shareholders Agreement: Consider drafting a directors and shareholders agreement. Although not legally required, this agreement serves as a crucial internal governance document that outlines the rights, duties, and responsibilities of directors and shareholders.

Step 4: File with the Ohio Secretary of State

Once you have gathered all the required documents, it is time to file them with the Ohio Secretary of State. Ensure you include the necessary fees, which may vary depending on the services you choose, such as expedited processing.

You have the option to file electronically or by mail. Review the Ohio Secretary of State's website for detailed instructions and the most up-to-date requirements and fees. When filing, double-check for any discrepancies or errors, as they may delay or jeopardize the approval of your professional corporation.

Step 5: Acquire Necessary Licenses and Permits

After successfully incorporating your professional corporation, you must obtain any licenses or permits necessary to operate legally in your specific professional industry. Depending on your field, professional licenses might be required by the Ohio state board regulating your profession. Contact the relevant board to ensure compliance and apply for the necessary licenses.

Conclusion

Forming a professional corporation in Ohio offers professionals numerous benefits such as liability protections and clear business structures. Follow this 2023 guide carefully, ensuring you satisfy all necessary steps, timelines and comply with state regulations. It is crucial to consult with legal professionals or business advisors to ensure you accurately complete the formation process of your professional corporation in Ohio. With the right guidance and due diligence, you can establish a successful professional corporation that allows you to legally extend your services while providing personal liability protection.

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