General-Stock to Professional Corporation Conversion Process

A legal conundrum surfaced amongst physical therapists since the Moscone-Knox Professional Corporation Act (“Act”) was codified into law in 2014. The Act requires all physical therapists who wish to render their professional services under their own corporation, form a Professional Corporation with the California Secretary of State (“Secretary of State”) pursuant to California General Corporations Code sections 130401-13410. Should a physical therapist not abide by the Act, they could face serious legal implications including board investigations or accusations which could result in license discipline, or even be forced to repay thousands of dollars back to insurance providers. And in our experience in recent years, boards and insurance companies are cracking down on its licensees as of late.

So, what do you do if you are a physical therapist and your practice was incorporated as a General-Stock Corporation prior to 2014? What do you do if you were incorporated as a General-Stock Corporation after 2014?

If you have researched this question in an attempt to find a solution and you came up short, you are not alone. There is simply not a significant amount of information out there due to the recent changes in the law. However, Simas & Associates, Ltd. has assisted its physical therapist clients to successfully convert their General-Stock Corporation quickly to a Professional Corporation.

How Can Simas & Associates, Ltd. Help Me?

Upon retaining our legal services, we will review your current Articles of Incorporation for your General-Stock Corporation. We will discuss with you the revisions necessary to show the Secretary of State that you are a professional licensee rendering physical therapy professional services and wish to change your General-Stock Corporation to a Professional Corporation in order to abide by the Act. From there, we will amend the Articles of Incorporation and subsequently file a Certificate of Amendment with the Secretary of State. These amendments are usually processed and conformed with the Secretary of State in approximately three (3) to four (4) weeks at which time you will be in compliance and your Statement of Information becomes due to the Secretary of State within ninety (90) days of forming your new Professional Corporation.

Once your legal entity formation issues are resolved, we can additionally assist you with any other corporate tasks such as revising or creating your Bylaws, Annual Meeting Minutes, Action of the Incorporator, patient or client intake forms, consent forms, employment agreements, contracts, and even employee handbooks. For further information or legal assistance, please contact us at, via text message on our website, or at 805.547.9300.