California licensed professional clinical counselors who practice clinical counseling are permitted to form professional corporations here in California. The statutory authority is set forth in the Moscone-Knox Professional Corporation Act (the “Moscone-Knox Act”). See Cal. Corp. Code, §13400 et seq. Like all types of corporate entities, a Clinical Counselor Corporation is formed by filing articles of incorporation with the California Secretary of State.

It is often better to form a Clinical Counselor Corporation than to operate a practice as a sole proprietorship. The corporate form protects personal assets from being seized by business creditors and creating a California Professional Clinical Counselor Corporation greatly facilitates adding licensed partners to a practice. The corporate form shields each of the partners from liability that may be alleged against the other(s). If you have questions about the requirements of forming a Professional Clinical Counselor Corporation, or whether a Clinical Counselor Corporation is the best entity type for your situation, reach out to the trusted corporate attorneys experienced in working with licensed professional clinical counselors.

Pursuant to California law, a Professional Clinical Counselor Corporation has certain naming requirements that must be met when the corporation is formed. These name options include:

Clinical Counselor: 999.125. “The name of a professional clinical counselor corporation and any name or names under which it may be rendering professional services shall contain the words “licensed professional clinical counselor” or “professional clinical counselor” and wording or abbreviations denoting a corporate existence. A professional clinical counselor corporation that conducts business under a fictitious business name shall not use any name that is false, misleading, or deceptive, and shall inform each patient, prior to commencement of treatment, that the business is conducted by a professional clinical counselor corporation.”

Consult with the experienced San Diego corporate attorneys to ensure that the name you want for your Professional Clinical Counselor Corporation is compliant.

When forming a Professional Clinical Counselor Corporation, retain an experienced San Diego corporate attorney to provide advice and assistance. There are special rules under the Moscone-Knox Act with respect to who may be shareholders — owners — in a Professional Clinical Counselor Corporation. Likewise, there are limitations on who may be on the board of directors and who may serve as senior management. A Professional Clinical Counselor Corporation is unique in this way.

The permitted shareholders, who may also serve as officers and directors, but who may not be greater in number than the licensed professional clinical counselors and must collectively hold 49% or less of the shares are as follows:

Professional clinical counselor corporation:

Licensed physicians and surgeons;
Licensed psychologists;
Licensed clinical social workers;
Licensed marriage and family therapists;
Registered nurses;
Licensed chiropractors;
Licensed acupuncturists;
Naturopathic doctors; and
Licensed midwives.

The corporation may have employees — such as a receptionist or a book-keeper — who are not licensed as long as those employees are not providing any sort of professional clinical counseling services.

Contact San Diego Corporate Law Today

For more information, contact attorney Michael J. Leonard, Esq., or Christina Gandy-Delgadillo, Esq., of San Diego Corporate Law. Michael and Christina can be reached at (858) 483-9200 or via email. These experienced corporate attorneys can ensure your Professional Clinical Counselor Corporation is set up correctly and can assist with the annual maintenance of your California Professional Clinical Counselor Corporation. San Diego Corporate Law provides a host of legal services for businesses including formation of other types of corporate entities.