References are to North Carolina Administrative Code, Title 21 - Occupational Licensing Boards, Chapter 08 - Board of Certified Public Accountant Examiners, as amended through February 1, 2011.
SUBCHAPTER 08K - PROFESSIONAL
CORPORATIONS
AND
PROFESSIONAL LIMITED LIABILITY COMPANIES
SECTION .0100 - GENERAL PROVISIONS
08K .0104 REGISTRATION AND RENEWAL
(a) Domestic CPA professional corporations or
professional limited liability companies must be formed and all CPA
professional corporations or professional limited liability companies must be
operated in accordance with the requirements set out in G.S. 55B and 57C.
Before any CPA professional corporation or professional limited liability
company can offer to perform or perform any professional services in this
state, it must register with the Board.
(b) Initial registration.
(1) Domestic CPA Corporation or Professional
Limited Liability Company. In order to register initially with this Board, the
incorporators of a domestic CPA corporation or professional limited liability
company, prior to incorporation of the CPA firm, must:
(A) prepare and file with the Board the
articles of incorporation along with any supporting documents and appropriate
checks for fees payable to the Secretary of State;
(B) complete and file with the Board the
application for professional corporation or professional limited liability
company registration form along with any supporting documents; and
(C) pay to the Board an initial registration
fee of fifty dollars ($50.00).
(2) Foreign CPA Corporation or Foreign
Limited Liability Company. To register initially with the Board, the officers
of a foreign corporation or foreign limited liability company, prior to
performing services or offering to perform services in
(A) on an application for registration form
provided by the Board, a list of its present shareholders or members and the
state or territory issuing the CPA certificate, or the equivalent, of each
shareholder or member and the number of each certificate or equivalent; and
(B) the documents required by G.S.
55-15-01(a) and 57C-7.
(c) In addition to its initial registration,
every CPA corporation or professional limited liability company, whether
domestic or foreign, must register annually pursuant to 21 NCAC 08J .0108.
(d) The application for registration by a CPA
corporation or professional limited liability company shall provide the
following information:
(1) the name and address of the professional
corporation or professional limited liability company;
(2) the address of each office operated or
maintained by the corporation or professional limited liability company;
(3) the names and addresses of all the
officers, directors, shareholders, or members; and
(4) the names and addresses of all the
employees and managers of the corporation or professional limited liability company
licensed by the Board under the provisions of G.S. 93.
08K .0105 SUPPLEMENTAL REPORTS
Professional corporations or
professional limited liability companies registered with the Board pursuant to
G.S. 55B and 57C shall file a certified copy of all amendments to the articles
of incorporation or articles of organization prior to the effective date of
each amendment.
SECTION .0200 - PRACTICE PROCEDURES OF
PROFESSIONAL
CORPORATIONS AND
PROFESSIONAL
LIMITED LIABILITY COMPANIES
08K .0201 CORPORATE AND PROFESSIONAL LIMITED
LIABILITY COMPANY NAMES
(a) The corporate name of a professional
corporation registered under these Rules shall contain the wording
"corporation," "incorporated," "limited,"
"company," "professional corporation," or "professional
association," or an abbreviation of one of the foregoing: "Corp.," "Inc.,"
"Ltd.," "Co.," "P.C.," or "P.A."
(b) The corporate name of a professional limited
liability company registered under these Rules shall contain the wording
"professional limited liability company," "professional ltd.
liability co.," "professional limited liability co.," or
"professional ltd. liability company," or an abbreviation of one of
the foregoing: "P.L.L.C." or "PLLC."
(c) The use of "CPA" or "Certified
Public Accountant(s)" in the corporate name is encouraged, but not
required. Any name shall also meet the requirements in 21 NCAC 08N .0302 and
.0307.
SECTION .0300 - REGISTERED LIMITED
LIABILITY PARTNERSHIPS
08K .0301 REGISTERED LIMITED LIABILITY
PARTNERSHIPS
(a) Any Registered Limited Liability Partnership
created pursuant to and in compliance with G.S. 59 shall also comply with all
accountancy laws and rules pertaining to partnerships.
(b) Before any CPA registered limited liability
partnership may perform or offer to perform any professional services in this
state, it shall file with the Board the certificate of registration of the
Secretary of State and appropriate fees payable to the Secretary of State.