{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/54.1-3902.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/54.1-3902.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/54.1-3902.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/54.1-3902.html"}],"law_id":68321,"edition_id":1,"section_id":68321,"structure_id":15490,"section_number":"54.1-3902","catch_line":"Professional corporations; professional limited liability companies; and registered limited liability partnerships","history":"1962, c. 389, \u00a7 54-42.1; 1968, c. 10; 1973, c. 484, \u00a7 54-42.2; 1974, c. 597; 1981, cc. 103, 516; 1982, c. 633; 1988, c. 765; 1992, c. 574; 1995, c. 116; 2000, c. 355; 2006, cc. 198, 230; 2022, c. 234.","full_text":"A\n\nNo professional corporation organized or qualifying under the provisions of Chapter 7 (&#xA7; 13.1-542.1 et seq.) of Title 13.1, professional limited liability company organized or qualifying under the provisions of Chapter 13 (&#xA7; 13.1-1100 et seq.) of Title 13.1, or registered limited liability partnership registered under the provisions of Article 9.1 (&#xA7; 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall render the professional services of attorneys in this Commonwealth unless the professional corporation, professional limited liability company, or registered limited liability partnership is registered under this section.B\n\nA professional corporation organized or qualifying under the provisions of Chapter 7 (\u00a7 13.1-542.1 et seq.) of Title 13.1, a professional limited liability company organized or qualifying under the provisions of Chapter 13 (\u00a7 13.1-1100 et seq.) of Title 13.1, or a registered limited liability partnership registered under the provisions of Article 9.1 (\u00a7 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall be issued a professional corporation, a professional limited liability company, or a registered limited liability partnership registration certificate by the Virginia State Bar upon application and payment of a registration fee of $100, provided that:1\n\nEach member, manager, partner, employee, or agent of the professional corporation, the professional limited liability company, or the registered limited liability partnership who will practice law in Virginia is an active member of the Virginia State Bar, or otherwise legally authorized to practice law in Virginia, except that nothing herein shall prohibit a nonlicensed individual from serving as secretary, treasurer, office manager, or business manager of any such corporation, limited liability company, or registered limited liability partnership; and2\n\nThe name of the professional corporation, the professional limited liability company, or the registered limited liability partnership and the conduct of its practice conform with the ethical standards which the shareholders, members, managers, partners, employees, and agents are required to observe in the practice of law or patent law as defined in &#xA7; 54.1-3901 in this Commonwealth and that, in the case of a corporation, the corporate name complies with subsection A of &#xA7; 13.1-630; in the case of a limited liability company, the limited liability company name complies with subsection A of &#xA7; 13.1-1012; and, in the case of a registered limited liability partnership, the registered limited liability partnership name complies with &#xA7; 50-73.133.C\n\nProfessional corporation, professional limited liability company, and registered limited liability partnership registration certificates shall be renewed biennially for a fee of $50.","order_by":null,"text":{"0":{"id":247205,"text":"No professional corporation organized or qualifying under the provisions of Chapter 7 (&#xA7; 13.1-542.1 et seq.) of Title 13.1, professional limited liability company organized or qualifying under the provisions of Chapter 13 (&#xA7; 13.1-1100 et seq.) of Title 13.1, or registered limited liability partnership registered under the provisions of Article 9.1 (&#xA7; 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall render the professional services of attorneys in this Commonwealth unless the professional corporation, professional limited liability company, or registered limited liability partnership is registered under this section.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":247206,"text":"A professional corporation organized or qualifying under the provisions of Chapter 7 (\u00a7 13.1-542.1 et seq.) of Title 13.1, a professional limited liability company organized or qualifying under the provisions of Chapter 13 (\u00a7 13.1-1100 et seq.) of Title 13.1, or a registered limited liability partnership registered under the provisions of Article 9.1 (\u00a7 50-73.132 et seq.) of Chapter 2.2 of Title 50 shall be issued a professional corporation, a professional limited liability company, or a registered limited liability partnership registration certificate by the Virginia State Bar upon application and payment of a registration fee of $100, provided that:","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"B1"},"2":{"id":247207,"text":"Each member, manager, partner, employee, or agent of the professional corporation, the professional limited liability company, or the registered limited liability partnership who will practice law in Virginia is an active member of the Virginia State Bar, or otherwise legally authorized to practice law in Virginia, except that nothing herein shall prohibit a nonlicensed individual from serving as secretary, treasurer, office manager, or business manager of any such corporation, limited liability company, or registered limited liability partnership; and","type":"section","prefixes":["B","1"],"prefix":"1","entire_prefix":"B1","prefix_anchor":"B1","level":2,"prior_prefix":"B","next_prefix":"B2"},"3":{"id":247208,"text":"The name of the professional corporation, the professional limited liability company, or the registered limited liability partnership and the conduct of its practice conform with the ethical standards which the shareholders, members, managers, partners, employees, and agents are required to observe in the practice of law or patent law as defined in &#xA7; 54.1-3901 in this Commonwealth and that, in the case of a corporation, the corporate name complies with subsection A of &#xA7; 13.1-630; in the case of a limited liability company, the limited liability company name complies with subsection A of &#xA7; 13.1-1012; and, in the case of a registered limited liability partnership, the registered limited liability partnership name complies with &#xA7; 50-73.133.","type":"section","prefixes":["B","2"],"prefix":"2","entire_prefix":"B2","prefix_anchor":"B2","level":2,"prior_prefix":"B1","next_prefix":"C"},"4":{"id":247209,"text":"Professional corporation, professional limited liability company, and registered limited liability partnership registration certificates shall be renewed biennially for a fee of $50.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B2"}},"ancestry":[{"id":15490,"edition_id":1,"name":"General Provisions","identifier":"1","label":"article","depth":4,"order_by":1,"parent_id":13488,"metadata":{},"date_created":"2026-06-26 03:55:29","date_modified":"2026-06-26 03:55:29","permalink":{"id":244229,"object_type":"structure","relational_id":15490,"identifier":"1","token":"54.1\/IV\/39\/1","url":"\/54.1\/IV\/39\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13488,"edition_id":1,"name":"Attorneys","identifier":"39","label":"chapter","depth":3,"order_by":1,"parent_id":13487,"metadata":{},"date_created":"2026-06-26 03:45:01","date_modified":"2026-06-26 03:45:01","permalink":{"id":244227,"object_type":"structure","relational_id":13488,"identifier":"39","token":"54.1\/IV\/39","url":"\/54.1\/IV\/39\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13487,"edition_id":1,"name":"Professions Regulated by the Supreme Court","identifier":"IV","label":"subtitle","depth":2,"order_by":1,"parent_id":12754,"metadata":{},"date_created":"2026-06-26 03:45:01","date_modified":"2026-06-26 03:45:01","permalink":{"id":244225,"object_type":"structure","relational_id":13487,"identifier":"IV","token":"54.1\/IV","url":"\/54.1\/IV\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12754,"edition_id":1,"name":"Professions and Occupations","identifier":"54.1","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:43:51","date_modified":"2026-06-26 03:43:51","permalink":{"id":239313,"object_type":"structure","relational_id":12754,"identifier":"54.1","token":"54.1","url":"\/54.1\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":73725,"structure_id":15490,"section_number":"54.1-3900","catch_line":"Practice of law; student internship program; definition","url":"\/54.1-3900\/","token":"54.1\/IV\/39\/1\/54.1-3900","metadata":false},{"id":63244,"structure_id":15490,"section_number":"54.1-3900.01","catch_line":"Protection of client interests; appointment of receiver for practice of a disabled, impaired, absent, deceased, suspended or disbarred attorney","url":"\/54.1-3900.01\/","token":"54.1\/IV\/39\/1\/54.1-3900.01","metadata":false},{"id":72192,"structure_id":15490,"section_number":"54.1-3900.02","catch_line":"Disclosure of services provided by the Department of Veterans Services","url":"\/54.1-3900.02\/","token":"54.1\/IV\/39\/1\/54.1-3900.02","metadata":false},{"id":87148,"structure_id":15490,"section_number":"54.1-3901","catch_line":"Practice of patent law","url":"\/54.1-3901\/","token":"54.1\/IV\/39\/1\/54.1-3901","metadata":false},{"id":68321,"structure_id":15490,"section_number":"54.1-3902","catch_line":"Professional corporations; professional limited liability companies; and registered limited liability partnerships","url":"\/54.1-3902\/","token":"54.1\/IV\/39\/1\/54.1-3902","metadata":false},{"id":76127,"structure_id":15490,"section_number":"54.1-3903","catch_line":"Oath; qualification; proof of licensure or authorization","url":"\/54.1-3903\/","token":"54.1\/IV\/39\/1\/54.1-3903","metadata":false},{"id":81050,"structure_id":15490,"section_number":"54.1-3904","catch_line":"Penalty for practicing without authority","url":"\/54.1-3904\/","token":"54.1\/IV\/39\/1\/54.1-3904","metadata":false},{"id":59027,"structure_id":15490,"section_number":"54.1-3905","catch_line":"Furnishing advice and services for compensation in connection with certain debt-pooling plans deemed practicing law","url":"\/54.1-3905\/","token":"54.1\/IV\/39\/1\/54.1-3905","metadata":false},{"id":70328,"structure_id":15490,"section_number":"54.1-3906","catch_line":"Liability to client","url":"\/54.1-3906\/","token":"54.1\/IV\/39\/1\/54.1-3906","metadata":false},{"id":86751,"structure_id":15490,"section_number":"54.1-3907","catch_line":"Reasonable care of attorney in selection of index","url":"\/54.1-3907\/","token":"54.1\/IV\/39\/1\/54.1-3907","metadata":false},{"id":73593,"structure_id":15490,"section_number":"54.1-3908","catch_line":"Liability for words used in proceedings concerning conduct","url":"\/54.1-3908\/","token":"54.1\/IV\/39\/1\/54.1-3908","metadata":false}],"previous_section":{"id":87148,"structure_id":15490,"section_number":"54.1-3901","catch_line":"Practice of patent law","url":"\/54.1-3901\/","token":"54.1\/IV\/39\/1\/54.1-3901","metadata":false},"next_section":{"id":76127,"structure_id":15490,"section_number":"54.1-3903","catch_line":"Oath; qualification; proof of licensure or authorization","url":"\/54.1-3903\/","token":"54.1\/IV\/39\/1\/54.1-3903","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/54.1-3902\/","history_text":"<p>This law was first created in 1962. The record of its establishment is cataloged in chapter 389 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1962 \u201cActs\u201d aren\u2019t available online. It has been modified 11 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1968, chapter 10; in 1973, chapter 484; in 1974, chapter 597; in 1981, chapters 103 and 516; in 1982, chapter 633; in 1988, chapter 765; in 1992, chapter 574; in 1995, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?951+ful+CHAP0116\">116<\/a>; in 2000, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?001+ful+CHAP0355\">355<\/a>; in 2006, chapters <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?061+ful+CHAP0198\">198<\/a> and <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?061+ful+CHAP0230\">230<\/a>; in 2022, chapter <a href=\"https:\/\/legacylis.virginia.gov\/cgi-bin\/legp604.exe?221+ful+CHAP0234\">234<\/a>.<\/p>","references":[{"id":78726,"section_number":"13.1-549.2","catch_line":"Registration certificate required for corporation engaged in practice of law","order_by":null,"url":"\/13.1-549.2\/"},{"id":87148,"section_number":"54.1-3901","catch_line":"Practice of patent law","order_by":null,"url":"\/54.1-3901\/"}],"refers_to":[{"id":82092,"section_number":"13.1-1012","catch_line":"Name","order_by":null,"url":"\/13.1-1012\/"},{"id":83306,"section_number":"13.1-1100","catch_line":"Reservation of power to amend or repeal","order_by":null,"url":"\/13.1-1100\/"},{"id":69417,"section_number":"13.1-542.1","catch_line":"Practice of certain professions by corporations","order_by":null,"url":"\/13.1-542.1\/"},{"id":71750,"section_number":"13.1-630","catch_line":"Corporate name","order_by":null,"url":"\/13.1-630\/"},{"id":56977,"section_number":"50-73.132","catch_line":"Registered limited liability partnerships","order_by":null,"url":"\/50-73.132\/"},{"id":87148,"section_number":"54.1-3901","catch_line":"Practice of patent law","order_by":null,"url":"\/54.1-3901\/"}],"permalink":{"id":244247,"object_type":"law","relational_id":68321,"identifier":"54.1-3902","token":"54.1\/IV\/39\/1\/54.1-3902","url":"\/54.1-3902\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/54.1-3902\/","token":"54.1\/IV\/39\/1\/54.1-3902","dublin_core":{"Title":"Professional corporations; professional limited liability companies; and registered limited liability partnerships","Type":"Text","Format":"text\/html","Identifier":"\u00a7 54.1-3902","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t<section id=\"A\"><p><span class=\"prefix-number\">A.<\/span> No professional corporation organized or qualifying under the provisions of Chapter 7 (&#xA7; <a class=\"law\" title=\"Practice of certain professions by corporations\" href=\"\/13.1-542.1\/\">13.1-542.1<\/a> et seq.) of Title 13.1, professional limited liability company organized or qualifying under the provisions of Chapter 13 (&#xA7; <a class=\"law\" title=\"Reservation of power to amend or repeal\" href=\"\/13.1-1100\/\">13.1-1100<\/a> et seq.) of Title 13.1, or registered limited liability partnership registered under the provisions of Article 9.1 (&#xA7; <a class=\"law\" title=\"Registered limited liability partnerships\" href=\"\/50-73.132\/\">50-73.132<\/a> et seq.) of Chapter 2.2 of Title 50 shall render the professional services of attorneys in this Commonwealth unless the professional corporation, professional limited liability company, or registered limited liability partnership is registered under this section. <a id=\"paragraph-247205\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/54.1-3902\/#A\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B\"><p><span class=\"prefix-number\">B.<\/span> A professional corporation organized or qualifying under the provisions of Chapter 7 (\u00a7&nbsp;<a class=\"law\" title=\"Practice of certain professions by corporations\" href=\"\/13.1-542.1\/\">13.1-542.1<\/a> et seq.) of Title 13.1, a professional limited liability company organized or qualifying under the provisions of Chapter 13 (\u00a7&nbsp;<a class=\"law\" title=\"Reservation of power to amend or repeal\" href=\"\/13.1-1100\/\">13.1-1100<\/a> et seq.) of Title 13.1, or a registered limited liability partnership registered under the provisions of Article 9.1 (\u00a7&nbsp;<a class=\"law\" title=\"Registered limited liability partnerships\" href=\"\/50-73.132\/\">50-73.132<\/a> et seq.) of Chapter 2.2 of Title 50 shall be issued a professional corporation, a professional limited liability company, or a registered limited liability partnership registration certificate by the Virginia State Bar upon application and payment of a registration fee of $100, provided that: <a id=\"paragraph-247206\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/54.1-3902\/#B\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B1\" class=\"indent-1\"><p><span class=\"prefix-number\">1.<\/span> Each member, manager, partner, employee, or agent of the professional corporation, the professional limited liability company, or the registered limited liability partnership who will practice <span class=\"dictionary\">law<\/span> in Virginia is an active member of the Virginia State Bar, or otherwise legally authorized to practice <span class=\"dictionary\">law<\/span> in Virginia, except that nothing herein shall prohibit a nonlicensed individual from serving as secretary, treasurer, office manager, or business manager of any such corporation, limited liability company, or registered limited liability partnership; and <a id=\"paragraph-247207\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/54.1-3902\/#B1\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"B2\" class=\"indent-1\"><p><span class=\"prefix-number\">2.<\/span> The name of the professional corporation, the professional limited liability company, or the registered limited liability partnership and the conduct of its practice conform with the ethical standards which the shareholders, members, managers, partners, employees, and agents are required to observe in the practice of <span class=\"dictionary\">law<\/span> or patent <span class=\"dictionary\">law<\/span> as defined in &#xA7; <a class=\"law\" title=\"Practice of patent law\" href=\"\/54.1-3901\/\">54.1-3901<\/a> in this Commonwealth and that, in the case of a corporation, the corporate name complies with subsection A of &#xA7; <a class=\"law\" title=\"Corporate name\" href=\"\/13.1-630\/\">13.1-630<\/a>; in the case of a limited liability company, the limited liability company name complies with subsection A of &#xA7; <a class=\"law\" title=\"Name\" href=\"\/13.1-1012\/\">13.1-1012<\/a>; and, in the case of a registered limited liability partnership, the registered limited liability partnership name complies with &#xA7; <a class=\"law\" title=\"Name of registered limited liability partnership\" href=\"\/50-73.133\/\">50-73.133<\/a>. <a id=\"paragraph-247208\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/54.1-3902\/#B2\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t<section id=\"C\"><p><span class=\"prefix-number\">C.<\/span> Professional corporation, professional limited liability company, and registered limited liability partnership registration certificates shall be renewed biennially for a fee of $50. <a id=\"paragraph-247209\" class=\"section-permalink\" href=\"https:\/\/vacode.org\/54.1-3902\/#C\"><i class=\"fa fa-link\"><\/i><\/a><\/p><\/section>","plain_text":"                                 CODE OF VIRGINIA\n\nPROFESSIONAL CORPORATIONS; PROFESSIONAL LIMITED LIABILITY COMPANIES; AND\nREGISTERED LIMITED LIABILITY PARTNERSHIPS (\u00a7 54.1-3902)\n\nA. No professional corporation organized or qualifying under the provisions of\nChapter 7 (&#xA7; 13.1-542.1 et seq.) of Title 13.1, professional limited\nliability company organized or qualifying under the provisions of Chapter 13\n(&#xA7; 13.1-1100 et seq.) of Title 13.1, or registered limited liability\npartnership registered under the provisions of Article 9.1 (&#xA7; 50-73.132 et\nseq.) of Chapter 2.2 of Title 50 shall render the professional services of\nattorneys in this Commonwealth unless the professional corporation, professional\nlimited liability company, or registered limited liability partnership is\nregistered under this section.\n\nB. A professional corporation organized or qualifying under the provisions of\nChapter 7 (\u00a7 13.1-542.1 et seq.) of Title 13.1, a professional limited\nliability company organized or qualifying under the provisions of Chapter 13 (\u00a7\n13.1-1100 et seq.) of Title 13.1, or a registered limited liability partnership\nregistered under the provisions of Article 9.1 (\u00a7 50-73.132 et seq.) of Chapter\n2.2 of Title 50 shall be issued a professional corporation, a professional\nlimited liability company, or a registered limited liability partnership\nregistration certificate by the Virginia State Bar upon application and payment\nof a registration fee of $100, provided that:\n\n   1. Each member, manager, partner, employee, or agent of the professional\n   corporation, the professional limited liability company, or the registered\n   limited liability partnership who will practice law in Virginia is an active\n   member of the Virginia State Bar, or otherwise legally authorized to practice\n   law in Virginia, except that nothing herein shall prohibit a nonlicensed\n   individual from serving as secretary, treasurer, office manager, or business\n   manager of any such corporation, limited liability company, or registered\n   limited liability partnership; and\n\n   2. The name of the professional corporation, the professional limited\n   liability company, or the registered limited liability partnership and the\n   conduct of its practice conform with the ethical standards which the\n   shareholders, members, managers, partners, employees, and agents are required\n   to observe in the practice of law or patent law as defined in &#xA7; 54.1-3901\n   in this Commonwealth and that, in the case of a corporation, the corporate\n   name complies with subsection A of &#xA7; 13.1-630; in the case of a limited\n   liability company, the limited liability company name complies with subsection\n   A of &#xA7; 13.1-1012; and, in the case of a registered limited liability\n   partnership, the registered limited liability partnership name complies with\n   &#xA7; 50-73.133.\n\nC. Professional corporation, professional limited liability company, and\nregistered limited liability partnership registration certificates shall be\nrenewed biennially for a fee of $50.\n\nHISTORY: 1962, c. 389, \u00a7 54-42.1; 1968, c. 10; 1973, c. 484, \u00a7 54-42.2; 1974,\nc. 597; 1981, cc. 103, 516; 1982, c. 633; 1988, c. 765; 1992, c. 574; 1995, c.\n116; 2000, c. 355; 2006, cc. 198, 230; 2022, c. 234.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}