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Massachusetts field guide / 11 / Formation

Massachusetts Professional Corporations and Professional LLCs: Who Can Own Shares

01 / Short version

Licensed professionals in Massachusetts can practice through a professional corporation under chapter 156A or a professional LLC under chapter 156C. A professional corporation may issue shares only to licensed natural persons and certain partnerships, professional corporations, business corporations and LLCs authorized to render the same service (c. 156A, § 10). Regulating boards set required liability insurance for professional LLCs (c. 156C, § 65).

M.G.L. c. 156A, § 2M.G.L. c. 156A, § 3M.G.L. c. 156A, § 10M.G.L. c. 156C, § 65

Massachusetts General Laws chapters 156C, 156D, 180 and 110 and the Corporations Division Filing Fees page reviewed November 11, 2026. Confirm current fees with the Secretary of the Commonwealth before filing.

Heads up: we are an independent company that prepares and submits Massachusetts filings for owners. We are not the Secretary of the Commonwealth or its Corporations Division, and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.

  • Filed with the Massachusetts Corporations Division
  • We track your Massachusetts annual report
  • Cited to M.G.L. chapters 156C and 156D
  • Talk to a filer: (386) 465-3937

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Heads up: we are an independent company that prepares and submits Massachusetts filings for owners. We are not the Secretary of the Commonwealth or its Corporations Division, and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.

02 / Massachusetts choices

The forks in the road.

Which professions

Physicians, chiropractors, podiatrists, engineers, electrologists, physical therapists, psychologists, accountants, dentists, veterinarians, optometrists, acupuncturists, registered nurses and attorneys, plus other licensed services when the board permits (c. 156A, § 2).

M.G.L. c. 156A, § 2

Single profession

Generally one profession and ancillary services; multiple professions only where licensing laws and boards do not prohibit it (c. 156A, § 3).

M.G.L. c. 156A, § 3

Who may own shares

Licensed natural persons, partnerships of licensed persons, and professional corporations, business corporations and LLCs authorized to render the same service (c. 156A, § 10).

M.G.L. c. 156A, § 10

PLLC insurance

Regulating boards adopt rules on the liability insurance a professional LLC and its members must carry (c. 156C, § 65).

M.G.L. c. 156C, § 65

State fees

Same as a business corporation: $275 Articles of Organization up to 275,000 shares; or $500 for an LLC.

Massachusetts Secretary of the Commonwealth, Corporations Division
03 / Gather this

What to have ready

  • Confirm your board allows the entity type
  • Confirm each owner's license
  • Check insurance requirements
  • Choose corporation or LLC
  • Draft share transfer restrictions
  • File and then notify your board
M.G.L. c. 156A, § 2M.G.L. c. 156A, § 3M.G.L. c. 156A, § 10M.G.L. c. 156C, § 65Massachusetts Secretary of the Commonwealth, Corporations Division
04 / Try the numbers

Massachusetts Professional Corporations and Professional LLCs: Who Can Own Shares

Massachusetts Professional Corporations and Professional LLCs: Who Can Own Shares

Professional corporation under chapter 156A or professional LLC under chapter 156C. Shares only to licensed natural persons, partnerships of licensed persons, and professional corporations, business corporations or LLCs authorized to render the same service (c. 156A, § 10)

M.G.L. c. 156A, § 2
Review the filing and fees

Corporation or LLC for a practice

Chapter 156A professional corporations have the longest history and are familiar to licensing boards and malpractice insurers. Professional LLCs under chapter 156C offer flexible management and pass-through tax by default, but the state LLC fees are higher: $500 to form and $500 a year, against $275 and $100 online for a corporation. Check your board's rules first; some professions have specific requirements.

Source: malegislature.gov

Share ownership limits

A professional corporation may issue shares only to qualified persons: licensed natural persons, partnerships made up of them, and entities authorized to render the same service (c. 156A, § 10). When a shareholder loses a license or dies, the shares must be dealt with under the statute and the bylaws, so include buy-sell terms from day one.

Source: malegislature.gov

Insurance and boards

For professional LLCs, regulating boards set the designated amount of liability insurance the company and its members must keep (c. 156C, § 65). Keep proof of coverage with the company records and update it when the practice grows.

Source: malegislature.gov

Naming the practice

Professional entities follow the same naming rules as other corporations and LLCs, and boards may add their own. Many practices use the owners' surnames, which chapter 156C, § 3 allows for LLCs.

Source: malegislature.gov

05 / Rules and citations

Massachusetts law and Corporations Division rules behind this.

Citations to the Massachusetts General Laws and Corporations Division pages.
TopicMassachusetts ruleWhere it comes from
Which professionsPhysicians, chiropractors, podiatrists, engineers, electrologists, physical therapists, psychologists, accountants, dentists, veterinarians, optometrists, acupuncturists, registered nurses and attorneys, plus other licensed services when the board permits (c. 156A, § 2).M.G.L. c. 156A, § 2
Single professionGenerally one profession and ancillary services; multiple professions only where licensing laws and boards do not prohibit it (c. 156A, § 3).M.G.L. c. 156A, § 3
Who may own sharesLicensed natural persons, partnerships of licensed persons, and professional corporations, business corporations and LLCs authorized to render the same service (c. 156A, § 10).M.G.L. c. 156A, § 10
PLLC insuranceRegulating boards adopt rules on the liability insurance a professional LLC and its members must carry (c. 156C, § 65).M.G.L. c. 156C, § 65
State feesSame as a business corporation: $275 Articles of Organization up to 275,000 shares; or $500 for an LLC.Massachusetts Secretary of the Commonwealth, Corporations Division
06 / Where to go next

Related Massachusetts reading.

Hand this filing to us

Heads up: we are an independent company that prepares and submits Massachusetts filings for owners. We are not the Secretary of the Commonwealth or its Corporations Division, and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.

07 / Owner questions

What Massachusetts owners ask us

Not in a professional corporation. Shares may be issued only to the qualified persons listed in chapter 156A, § 10.

M.G.L. c. 156A, § 10

No entity shields a professional from liability for their own professional acts; the insurance rules exist for that reason.

M.G.L. c. 156C, § 65

They file the same corporation annual report: $100 online, $125 paper.

Massachusetts Secretary of the Commonwealth, Corporations Division

Yes. Corp USA prepares and submits your Massachusetts filing with the Corporations Division for you. The state fee is passed through at cost and our service fee is shown separately at checkout, so you never have to work through the state's filing system yourself.

Massachusetts Secretary of the Commonwealth, Corporations Division