Licensed Professional Firms
Professional service firms — law firms, medical practices, accounting firms, engineering companies, and other licensed professional organizations — operate under a distinct set of legal and regulatory requirements that general corporate counsel may not fully understand. In New York, the rules governing who can own a professional service entity, how it must be structured, and what transactions it can enter into are specific and consequential.
I advise licensed professional service firms on formation, transactions, and ongoing regulatory compliance, drawing on experience working with professional service clients across a range of industries and structures.
What I Help With
Entity Formation and Structure
New York law imposes specific requirements on professional service entities — including restrictions on who can hold ownership interests and how the entity must be organized. Choosing between a professional corporation (PC), professional limited liability company (PLLC), limited liability partnership (LLP), or a general partnership requires understanding both the regulatory requirements and the practical implications for ownership, liability, and taxation. I advise on structure and handle formation for new professional service entities.
Ownership and Buy-In Arrangements
Many professional service firms grow through bringing in new partners, associates, or professional owners. Structuring these arrangements — including the economic terms of buy-in, vesting of ownership interests, rights upon departure, and buyout mechanics — requires agreements that work within the regulatory framework and protect the interests of both the firm and the incoming owner.
Mergers and Acquisitions
Professional service firm combinations — whether a practice acquisition, a merger of two firms, or an affiliation with a larger organization — involve regulatory considerations that are not present in standard M&A transactions. I advise on the structuring, documentation, and regulatory compliance aspects of these transactions, including transition arrangements for clients and professional staff.
Succession Planning and Practice Transfers
For solo practitioners or small firms approaching a transition, proper legal planning ensures that clients are protected, professional obligations are met, and the economic value of the practice is preserved. I advise on succession arrangements and practice sale transactions that address both the business and professional responsibility dimensions.
Who This Is For
My professional service entity clients include solo practitioners forming their first professional entity, established firms navigating an ownership transition or acquisition, and larger professional organizations dealing with regulatory compliance questions. If you operate a licensed professional firm in New York and need counsel that understands the specific rules that apply to your practice, I can help.