Fillable North Carolina State Board of Certified Public Accountant (NC State Board of CPA Examiners)

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North Carolina State Board of Certified Public Accountant (NC State Board of CPA Examiners)

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REV. 11-2017
North Carolina State Board of Certified Public Accountant Examiners
1101 Oberlin Road Suite 104 • PO Box 12827 • Raleigh NC 27605
Phone 919-733-1423 • Fax 919-733-4209 • Web nccpaboard.gov
CONVERSION OF A BUSINESS CORPORATION
TO A PROFESSIONAL CORPORATION
21 NCAC 08J .0108 requires all CPA firms to register with the Board and re-register annually in accordance
with NCGS 93-12(8)(a) and 21 NCAC 08J and 08K.
P
ursuant to 21 NCAC 08N .0306(c), the firm’s name on letterhead, contracts, engagement letters, tax returns,
and all professional services reports must match exactly the firm’s name as registered with the Board and the
NC Department of Secretary of State (SOS).
NCGS 55B and 21 NCAC 08K .0105 require professional corporations to:
• R
eport any change in the composition or identity of shareholders, officers or directors, or employees;
• Provide a copy of all amendments to the Articles of Incorporation to the Board prior to filing with the NC
D
epartment of Secretary of State;
• Report the fact that any officer, shareholder, agent, or employee has ceased to be licensed
(NCGS 55B-13); and
• Report the death of any shareholder.
C
ontact the SOS at (919) 814-5400 or visit the SOS website, www.sosnc.gov, to obtain the necessary SOS
forms and fee information. The Board will mail the forms and fees to the NC Department of Secretary of State.
T
o convert a business corporation to a professional corporation, submit the following items to the Board:
• One copy of the proposed CPA firm letterhead;
• C
ompleted “Registration of Professional Corporation;”
• A $50.00 check payable to the NC State Board of CPA Examiners;
• A photocopy of the original “Articles of Incorporation;”
• One exact copy of the “Articles of Amendment - Conversion of Business Corporation to Professional
Corporation” (SOS form) for the proposed professional corporation; and
• A check payable to the NC Department of Secretary of State for the correct fee required for filing the
“Articles of Amendment - Conversion of Business Corporation to Professional Corporation” or th
e
“A
pplication for Amended Certificate of Authority.”
I
f the firm is a foreign corporation, include the SOS form, “Application for Amended Certificate of Authority to
Qualify as a Foreign Professional Corporation.”
U
pon receipt of the above-referenced items, the Board staff will complete an additional form that certifies to
the NC Department of Secretary of State that the firm name complies with the Board’s rules and that the
proposed shareholders are properly licensed. The Board staff will instruct the NC Department of Secretary of
State to return the certified copy of the “Articles of Amendment,” after filing, to the Board. Upon receipt, a
“Certificate of Registration” and the certified copy of the “Articles of Amendment” will be sent to the firm.
KEEP A COPY OF ALL DOCUMENTS FOR YOUR RECORDS.
Page 2 of 4
Revised 11-2017
North Carolina State Board of Certified Public Accountant Examiners
1101 Oberlin Road Suite 104 • PO Box 12827 • Raleigh NC 27605
Phone 919-733-1423 • Fax 919-733-4209 • Web nccpaboard.gov
R
EGISTRATION OF A PROFESSIONAL CORPORATION
T
he Applicant, a professional corporation duly organized and existing under the laws and regulations of the
State of North Carolina (NCGS 55B) and of the rules of the State Board of CPA Examiners
(21 NCAC 08K), hereby makes application to the Board for registration and licensing to engage in the public
practice of accountancy in North Carolina and in support of such application shows the Board the following:
CPA Firm Name:
Name of Supervising CPA:
Supervising CPA’s Certificate No.:
Mailing Address:
City, State & ZIP:
Street Address:
City, State & ZIP:
Phone Number:
Fax Number:
Email Address:
Website Address:
Does the applicant corporation operate or maintain any other offices? N Y
If yes, pr
ovide the information requested above on an attached sheet for all other offices operated or
maintained by the applicant corporation.
Provide the name, address, phone number, CPA certificate number (if applicable), and title of each officer
and director of applicant corporation. Attach additional sheet(s) if needed.
Name CPA Cert. No.
Address
Phone No. Title
Name CPA Cert. No.
Address
Phone No. Title
Name CPA Cert. No.
Address
Phone No. Title
Page 3 of 4
Revised 11-2017
REQUIRED INFORMATION
Registration of a Professional Corporation
CPA Shareholders
For each CPA shareholder of the applicant corporation, provide the name, address, phone number, CPA certificate
number (including jurisdiction), and percent of ownership. Attach additional sheet(s) if needed.
Name CPA Cert. No.
Address
Phone No. Percent of Ownership
Name CPA Cert. No.
Address
Phone No. Percent of Ownership
Name CPA Cert. No.
Address
Phone No. Percent of Ownership
Name CPA Cert. No.
Address
Phone No. Percent of Ownership
Name CPA Cert. No.
Address
Phone No. Percent of Ownership
Non-CPA Shareholders
For each non-CPA shareholder, provide the name, address, phone number, social security number and percentage of
ownership. Non-CPA owners are limited to 49% ownership of the corporate stock in aggregate. Attach additional sheet(s)
if needed.
Name Social Security No.
Address
Phone No. Percent of Ownership
Name Social Security No.
Address
Phone No. Percent of Ownership
Name Social Security No.
Address
Phone No. Percent of Ownership
Name Social Security No.
Address
Phone No. Percent of Ownership
Page 4 of 4
Revised 11-2017
REQUIRED INFORMATION, CONTINUED
Registration of a Professional Corporation
CPA Employees
Provide the name, address, phone number, and CPA certificate/license number (including jurisdiction) of each CPA
employee of the applicant corporation. Attach additional sheet(s) if needed.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
Name CPA Cert. No.
Address
Phone No.
The undersigned hereby certifies that, to the best of his/her knowledge and belief, no disciplinary action is pending before
the Board or in any jurisdiction against any of the licensed incorporators, officers, directors, shareholders, or employees of
the applicant corporation; that the applicant corporation will be conducted in compliance with statutes and rules of the
Board; and that the names in the CPA firm name comply with 21 NCAC 08A .0301(24) and 08N .0307(a).
WITNESS my hand and the seal of the applicant corporation, this the day of .
month/year
Name of Professional Corporation
Signature of an Officer-Shareholder Individually Licensed by this Board NC CPA Certificate No.
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Completed 14 August 2020

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