How a Professional Corporation in Good Standing Can Become a Design Professional Corporation

* Please be aware that a Tax Clearance document issued by the Department of Taxation and Finance certifying that the existing P.C. is current with respect to payment of its state tax liabilities will need to be obtained by the P.C. You can obtain this document by contacting the NYS Department of Taxation and Finance Call Center at (518) 485-6027. This document will need to be submitted to the Department of State along with the Certificate of Authority and the Certificate of Good Standing issued by the New York State Education Department.

  1. The Professional Corporation (P.C.) submits to the New York State Education Department (NYSED), Office of the Professions (OP), Corporation Unit (the licensing authority), a certificate of amendment of the certificate of incorporation which must include the following:

    1. The name of the proposed D.P.C.; and
    2. The profession or professions to be practiced by such corporation; and
    3. The names and residence addresses of all individuals or ESOPs who will be the shareholders, directors and officers of the proposed D.P.C.; and
    4. The profession or professions of each shareholder, director and officer who is a design professional of the proposed D.P.C.; and
    5. The ownership interest, expressed as a percentage, of each shareholder; and
    6. The names of the officers and directors who will be the president, the chairperson of the board of directors and the chief executive officer or officers of the proposed D.P.C.

    Documents to be submitted with the proposed certificate of amendment:

    1. Moral character attestations for non licensed owners, including each individual non licensed member of an ESOP (licensed owners already have attested to their moral character at time of licensure and re-registration); and
    2. Affirmation, under penalty of perjury, listing all of the current shareholders, directors, and officers of the existing P.C. Names, addresses and license numbers must be included.
    3. A check or money order for $90.00, for the filing fee, made out to the State Education Department (SED).

  2. SED issues a certificate of authority for the proposed D.P.C., which will include a certificate of good moral character for the shareholders, officers, directors and owners.

  3. SED issues a current certificate of good standing for the existing P.C.

  4. The proposed D.P.C. files the certificate of authority, certificate of good standing, the proposed certificate of amendment and the Tax Clearance document with the Department of State.

  5. Within thirty days of filing with the Department of State, the D.P.C. submits a certified copy of the D.O.S. filing and a $20 filing fee to SED.

  6. Upon receipt of this certified copy, the NYSED corporation unit, posts the amended information on the Office of the Professions website.

*Please note: A P.C. that becomes a D.P. C. must meet all of the requirements, including that its name must end with the words "design professional corporation" or the abbreviation "D.P.C."

Last Updated: May 16, 2013