Key Takeaways
- A California chiropractor who wants to incorporate must form a Chiropractic Professional Corporation under Cal. Corp. Code § 13401.5(k) and the Moscone-Knox Professional Corporation Act. LLCs are not permitted.
- The chiropractic corporation has a two-stage filing process: first the Secretary of State (Form ARTS-PC), then the California Board of Chiropractic Examiners (BCE) for the Certificate of Registration under B&P Code § 1051 and 16 CCR § 367.5. Both are mandatory.
- The corporate name must include a shareholder name + the word “chiropractic” + a corporate designator (B&P Code § 1054). It cannot use a fictitious name or DBA — at all. The BCE does not issue fictitious name permits.
- At least 51% of shares must be owned by licensed chiropractors. The remaining 49% can be split among 11 listed allied professions, including physicians, acupuncturists, and naturopathic doctors — but the allied owners cannot outnumber the chiropractor owners.
- Annual compliance includes the $800 minimum franchise tax, Form SI-550, BCE renewal, and the strict naming rules — which are a frequent source of BCE discipline when chiropractors get creative with marketing.
What Is a Chiropractic Professional Corporation?
A Chiropractic Professional Corporation is the only corporate entity California permits for licensed chiropractors who want to practice through a corporation. It’s organized under the Moscone-Knox Professional Corporation Act (Cal. Corp. Code §§ 13400–13410), registered with the Board of Chiropractic Examiners, and authorized to render chiropractic services.
Two statutes do the heavy lifting:
- Corp. Code § 13401.5(k) sets the ownership rules — who can be a shareholder, officer, or director.
- B&P Code §§ 1050–1058 sets the registration and operational requirements specific to chiropractic corporations.
The structural arrangement looks a lot like other California healthcare professional corporations — the Moscone-Knox 51/49 ownership framework applies — but the chiropractic corporation has its own quirks. It’s regulated by the BCE rather than the Medical Board. It must register with the BCE on top of the standard Secretary of State filings. Its name rules are stricter than most other California PCs. And it cannot use a DBA at all.
[suggested internal link: practice area page on Healthcare Entity Formation]
Quick CTA: If you’re a chiropractor planning to incorporate — whether you’re transitioning from a sole proprietorship, bringing on a partner, or buying into an existing practice — the BCE’s registration and naming requirements catch even experienced practice owners off guard. Bay Legal, PC handles chiropractic corporation formations across California. Call (650) 668-8000 or schedule a consultation at baylegal.com/contact.
Why a Chiropractor Can’t Just Form an LLC
This is the most common question we hear, and the answer is short. Cal. Corp. Code § 17701.04 prohibits LLCs (including PLLCs) from rendering professional services unless a licensing statute expressly authorizes it. No California licensing statute authorizes LLCs to render chiropractic services.
Chiropractic is a licensed profession regulated under the Chiropractic Initiative Act of 1922 (codified in B&P Code Division 2, Chapter 2). A chiropractor practicing through an LLC is rendering professional services through an entity California law doesn’t recognize for that purpose. Practical consequences include BCE discipline, loss of the corporate liability shield, and contract enforceability problems.
If you’ve already filed an LLC and started operating, the standard remedy is dissolution and re-formation as a chiropractic corporation. That cleanup is worth a quick attorney conversation before continuing operations.
Who Can Own a California Chiropractic Corporation?
Cal. Corp. Code § 13401.5(k) sets the framework. The same 51/49 split that applies to nursing and medical corporations applies here, with chiropractor majority required.
Majority owners (≥ 51%): Licensed chiropractors.
Permitted minority shareholders (sum ≤ 49%, with allied owners not outnumbering chiropractor owners), per § 13401.5(k)(1)–(11):
- Physicians and surgeons
- Doctors of podiatric medicine
- Psychologists
- Registered nurses
- Optometrists
- Marriage and family therapists (MFTs)
- Licensed clinical social workers (LCSWs)
- Acupuncturists
- Naturopathic doctors
- Licensed professional clinical counselors (LPCCs)
- Licensed midwives
A few patterns the writing team should help clients think through:
- A solo-chiropractor PC is the most common configuration: one chiropractor as the sole shareholder, director, president, and treasurer.
- A two-chiropractor partnership can split 50/50 with no allied owners.
- A chiropractor-acupuncturist team is workable: chiropractor holds 51%+, acupuncturist up to 49%.
- A chiropractor cannot bring in a non-licensed spouse, financial backer, or marketing partner as a shareholder. The only narrow exception is Corp. Code § 13403’s assistant-officer carve-out (an unlicensed person can serve as assistant secretary or assistant treasurer).
[suggested internal link: practice area page on Healthcare MSO and Management Structures]
Step-by-Step: Forming Your Chiropractic Corporation
Step 1: Pick a Compliant Name (B&P Code § 1054)
The chiropractic corporation’s name has three required components:
- The name or last name of one or more present, prospective, or former shareholders.
- The word “chiropractic” (in full — abbreviations are not accepted).
- A corporate designator: “Corporation,” “Corp.,” “Incorporated,” “Inc.,” “Professional Corporation,” “Prof. Corp.,” “P.C.,” “A Professional Corporation,” or comparable language denoting corporate existence.
Compliant examples:
- Smith Chiropractic, Inc.
- Garcia Chiropractic, A Professional Corporation
- Anderson Family Chiropractic Corp.
Non-compliant examples (these will be rejected — or, worse, will pass SOS review and then fail at the BCE):
- Wellness Chiropractic, Inc. (no shareholder name)
- Smith Wellness, Inc. (missing “chiropractic”)
- Smith Chiropractic, LLC (LLC not permitted)
- Smith Chiro, Inc. (“Chiro” is not “chiropractic” — abbreviation isn’t accepted)
Step 2: File Articles of Incorporation (Form ARTS-PC)
File Form ARTS-PC — Articles of Incorporation of a Professional Corporation with the California Secretary of State.
- Filing fee: $100
- In-person handling surcharge: $15 if dropped off
- Certified copy (you’ll need one for the BCE): $5 plus $1 per page
The Articles must include the corporation’s compliant name, the Moscone-Knox single-profession purpose statement, the agent for service of process, and the authorized share count. The professional-purpose statement should read along the lines of “to engage in the practice of chiropractic,” per Cal. Corp. Code §§ 202(b)(1)(B) and 13404.
Pitfall: Don’t use Form ARTS-GS (general stock corporation). Use ARTS-PC. SOS fees change from time to time; confirm the current schedule at sos.ca.gov before filing.
Step 3: Adopt Bylaws and Hold the Organizational Meeting
Initial directors are appointed by the incorporator under Corp. Code § 210 if they weren’t named in the Articles. A solo chiropractor corporation can have one director (the sole shareholder), who serves as president and treasurer (Corp. Code § 13403).
The bylaws should track the mandatory share-transfer restrictions in Corp. Code §§ 13406, 13407 and the BCE’s regulations. In general terms, if a shareholder dies or has their license revoked or otherwise becomes disqualified, the shares have to transfer back to the corporation or to a qualified person within statutory timeframes — under Corp. Code § 13407 these are generally six months for death and 90 days for disqualification, though counsel should confirm the specific statutory deadlines for the situation at hand.
Hold the organizational board meeting to elect officers, adopt bylaws, authorize and price stock, issue stock certificates with a restrictive legend referencing Moscone-Knox restrictions, and authorize the BCE application and any S-Corp election.
Step 4: File Statement of Information (Form SI-550)
File Form SI-550 within 90 days of filing the Articles. Fee: $25.
You’ll re-file annually during the corporation’s calendar-month filing window. Missing the initial deadline triggers a Secretary of State penalty and can lead to FTB suspension.
Step 5: Apply to the BCE for a Certificate of Registration
This is the step most online formation services either miss or get wrong. Under B&P Code § 1051 and 16 CCR § 367.5, every chiropractic corporation has to register with the California Board of Chiropractic Examiners before rendering professional services.
The BCE registration application requires:
- The corporation’s full legal name
- Certified copy of the Articles of Incorporation
- A list of corporate officers and directors (president and treasurer must be licensed chiropractors)
- A list of all shareholders with ownership percentages (total = 100%)
- License numbers for each licensed shareholder, officer, director, and employee rendering services
- A signed declaration that the affairs of the corporation will be conducted in compliance with law and BCE rules
- The application fee
Application fee: Published sources for the BCE Certificate of Registration application fee have varied. Confirm the current fee directly with the BCE at chiro.ca.gov before filing, since fees change from time to time.
The BCE typically processes the registration within several weeks. The corporation cannot render professional services in California until the certificate is issued.
Step 6: Obtain Your EIN
Apply for a federal Employer Identification Number using IRS Form SS-4. Free, usually issued instantly online. Required for banking, payroll, and tax filings.
Step 7: Make Tax Elections (If S-Corp Status Is Appropriate)
A chiropractic corporation is taxed as a C-corporation by default (8.84% California corporate rate, plus federal corporate tax). Most solo and small chiropractic corporations elect S-Corp treatment to avoid double taxation and reduce self-employment tax exposure.
- Federal: File IRS Form 2553 by the 15th day of the third month of the tax year for which the election is to take effect.
- California: Automatic — California conforms to the federal S election. File FTB Form 100S and pay the greater of 5% of net income or the $800 minimum franchise tax (R&T Code § 23802).
The S-Corp decision involves a reasonable-compensation analysis worth doing with a CPA before you file. [suggested internal link: blog on Nursing Corporation vs. S-Corp in California — the same S-Corp framework applies to chiropractic corporations]
Step 8: Register with the FTB and the EDD
- FTB: $800 minimum franchise tax generally owed annually (R&T Code § 23153). The earlier AB 85 first-year waiver applied to entities organized in 2020, 2021, or 2022 and has since expired by its terms. Confirm current FTB guidance and Publication 1060 with a CPA, since franchise-tax rules and waivers can change.
- EDD: Register within 15 days of paying $100 or more in wages in a calendar quarter.
Step 9: Local Business License
Get city and county business licenses for each location where you operate. Note: because chiropractic corporations cannot use a DBA, you generally do not file a Fictitious Business Name Statement. You operate under the legal corporate name only.
Mid-content CTA: The two-stage filing process — SOS first, then BCE — and the no-DBA rule are where most do-it-yourself chiropractic incorporations run into trouble. Bay Legal, PC runs the whole package, from naming review through BCE certificate, for chiropractors across California. Call (650) 668-8000 or schedule a consultation at baylegal.com/contact.
The No-DBA Rule: A Rule Worth Repeating
B&P Code § 1054 doesn’t say “no fictitious name without a permit.” It says no fictitious name, period. The BCE’s own application form is explicit: “A professional chiropractic corporation cannot render services using a fictitious name or a ‘DBA.’”
This is materially different from the rule for medical corporations, which can apply to the Medical Board for a Fictitious Name Permit under B&P § 2415. The BCE has no parallel process. A chiropractic corporation that wants to operate under a name different from its registered corporate name has only one option: amend the Articles of Incorporation with the Secretary of State and update the BCE registration to reflect the new name.
What this means in practice:
- The corporation’s legal name must appear on signage, websites, social media, letterhead, prescription pads (where relevant), business cards, marketing materials, insurance billing, payor enrollment, and patient-facing communications.
- A creative trade name like “Bay Wellness” or “OC Spine Care” is not available unless the underlying corporate name is amended to match.
- A tagline or design element (logo, slogan) is fine. But the legal name has to show up wherever the corporation is rendering services.
- Operating under an unauthorized name is treated as unprofessional conduct under the BCE’s Disciplinary Guidelines and can result in suspension or revocation of the chiropractor’s license and the corporation’s registration. The BCE updates its Disciplinary Guidelines from time to time; check chiro.ca.gov for the current published version.
The practical upshot: pick the corporate name carefully, and pick it once. Renaming is doable but requires SOS amendment, BCE re-registration, and updating every payor and contract relationship.
How a Chiropractic PC Is Different From a Medical PC
These two entity types share the Moscone-Knox framework, but they diverge in three important ways:
| Feature | Chiropractic PC | Medical PC |
| Governing statute (ownership) | Corp. Code § 13401.5(k) | Corp. Code § 13401.5(a) |
| Majority owner | Licensed chiropractor (51%+) | Licensed physician and surgeon (51%+) |
| Allied minority owners (49%) | 11 listed allied professions (no PAs, no pharmacists, no physical therapists in chiropractic list) | 15 listed allied professions (including PAs, pharmacists, physical therapists, occupational therapists, optometrists, podiatrists, and others) |
| Regulator | Board of Chiropractic Examiners | Medical Board of California |
| Corporation registration with the regulator | Required (B&P § 1051; 16 CCR § 367.5) | Not required (Corp. Code § 13401 exempts Medical-Board-regulated PCs from board-issued certificate of registration) |
| Fictitious name permit (DBA) | Not permitted (B&P § 1054) | Permitted with Medical Board approval under B&P § 2415 |
| Required word in corporate name | “Chiropractic” (full word required) + shareholder name + corporate designator | More flexible — see Medical Board guidance |
| Scope of practice | Chiropractic only — no rendering of services that constitute the practice of medicine | Practice of medicine — broader scope, but CPOM applies |
A chiropractor cannot practice medicine through a chiropractic corporation. Services that exceed chiropractic scope — prescribing legend drugs, performing surgery, ordering certain advanced imaging in some contexts, providing primary care — require a different entity and different licensure entirely.
[suggested internal link: practice area page on Corporate Practice of Medicine]
Ongoing Compliance Checklist
- Annual SI-550 with the SOS — $25.
- Annual $800 minimum franchise tax (plus 1.5% of net income for S-corps; 8.84% C-corp rate otherwise).
- Annual FTB Form 100 or 100S.
- BCE Certificate of Registration renewal — renewal cycle and fee per current BCE rules; verify in advance. The BCE also requires a Special Report (16 CCR § 367.10(b)) within 30 days of any change in officers/directors, shareholders, employees rendering professional services, or articles of incorporation, with a small filing fee.
- Corporate formalities — annual shareholder meeting, annual director meeting, minutes, and an updated corporate records book.
- Individual license renewals for every licensed person rendering services.
- Professional liability insurance — not statutorily mandated for chiropractic corporations the way it is for medical corporations under B&P § 2417, but strongly advisable and frequently required by payors and lenders.
- Name compliance — the legal name must appear on every public-facing surface where the corporation renders services.
Common Pitfalls
- Forming an LLC for chiropractic services — non-compliant under Corp. Code § 17701.04.
- Filing ARTS-GS (general stock corp) instead of ARTS-PC.
- Corporate name missing “chiropractic” or missing a shareholder name.
- Using “Chiro” as an abbreviation — the full word “chiropractic” is required.
- Skipping the BCE Certificate of Registration — operating without it is unauthorized practice through a corporation.
- Trying to use a DBA — there is no permit for this and it is prohibited outright by B&P § 1054.
- Bringing in a non-licensed shareholder (e.g., a non-licensed spouse, family member, or financial partner).
- Exceeding the 49% allied cap or having more allied minority shareholders than chiropractor shareholders.
- Missing the 90-day SI-550
- Failing to file the BCE Special Report within 30 days of officer, shareholder, or address changes.
Talk to a California Healthcare Business Attorney
A chiropractic professional corporation is a discrete project — but it’s a project where SOS, BCE, FTB, and the IRS all touch the file, the naming rules are inflexible, and the BCE Certificate of Registration is a step you can’t skip without operating outside the law.
If you’re forming, restructuring, or selling a chiropractic practice in California, attorneys at Bay Legal, PC handle chiropractic corporation formations, BCE registration, name amendments, S-Corp tax elections, and ongoing compliance. Call (650) 668-8000 or schedule a consultation at baylegal.com/contact to walk through your specific situation.
[suggested internal link: contact / schedule a consultation page] — anchor in closing CTA
Frequently Asked Questions
Can a California chiropractor form an LLC for their practice?
No. Cal. Corp. Code § 17701.04 prohibits LLCs from rendering professional services unless a licensing statute expressly authorizes it. No California licensing statute authorizes LLCs to render chiropractic services. The compliant entity is a Chiropractic Professional Corporation under Cal. Corp. Code § 13401.5(k).
Does a California chiropractic corporation have to register with the Board of Chiropractic Examiners?
Yes. Under B&P Code § 1051 and 16 CCR § 367.5, every chiropractic corporation must obtain a Certificate of Registration from the BCE before rendering professional services. This is a separate filing from the Articles of Incorporation with the Secretary of State.
Can a chiropractic corporation use a DBA in California?
No. B&P Code § 1054 prohibits chiropractic corporations from rendering services under any fictitious name. The BCE does not issue Fictitious Name Permits the way the Medical Board does for medical corporations. The legal corporate name must appear wherever services are rendered.
Who can own shares in a California chiropractic corporation?
At least 51% of shares must be owned by licensed chiropractors. The remaining 49% can be split among 11 allied licensed professions listed in Cal. Corp. Code § 13401.5(k), including physicians, podiatrists, psychologists, RNs, optometrists, MFTs, LCSWs, acupuncturists, naturopathic doctors, LPCCs, and licensed midwives — but allied owners cannot outnumber the chiropractor owners.
How much does it cost to form a chiropractic professional corporation in California?
Direct state filing fees have generally run roughly $100 for ARTS-PC plus $25 for the SI-550, plus the BCE Certificate of Registration fee (which varies and should be confirmed with the BCE directly), plus the $800 annual minimum franchise tax. Attorney and registered-agent fees are additional. Confirm current SOS, BCE, and FTB fees at sos.ca.gov, chiro.ca.gov, and ftb.ca.gov before filing.
This article provides general information about California law and is not legal, tax, or financial advice. Reading this article, contacting Bay Legal, PC, or sending information through baylegal.com does not create an attorney-client relationship. The information here focuses on California law and may not reflect the law of other jurisdictions. Statutes, regulations, agency guidance, and case law change; this article reflects the authors’ understanding as of the date of publication and may not reflect later developments. For advice about your specific situation, consult a licensed California attorney.



