REV. 06/2018
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 • nccpaboard.gov
R
EGISTRATION OF A FOREIGN PROFESSIONAL CORPORATION
This registration is necessary only if your firm plans to open an office physically located in North Carolina. If your firm has
a North Carolina client and offers or intends to offer any of the following services, the firm must submit a completed
Notification of Intent to Practice in North Carolina: Out-of-State CPA Firminstead of this application.
A financial statement audit or other engagement performed in accordance with Statements on Auditing Standards
(SAS);
An examination of prospective financial information performed in accordance with Statements on Standards for
Attestation Engagements (SSAE); or
An engagement performed in accordance with the Public Company Accounting Oversight Board (PCAOB)
auditing standards.
I
f your firm will not have a North Carolina office and will not offer any of the services listed above, the firm does not need
to register or notify the Board of its intent to offer such services.
21 N
CAC 08A .0301(24) and 08N .0307(a), require that the names in the CPA firm name must be current or former
members who are or were CPAs and who have or have had an equity ownership in the CPA firm.
21 N
CAC 08N .0306(c) requires the firm’s name on the letterhead, contracts, engagement letters, tax returns, and all
professional services reports must match exactly the firm name on the Board’s Registration of a Foreign Professional
Corporation and the Application for Certificate of Authority for a Foreign Professional Corporation(SOS) form.
T
he North Carolina Department of Secretary of State (SOS) requires a CPA firm to obtain a registered agent that is
physically located in North Carolina.
NCGS 55B & 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 Secretary
of State's office;
Report if 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.
T
o register a foreign professional corporation, submit the following items to the Board:
O
ne copy of the proposed CPA firm letterhead;
Completed Registration of a Foreign Professional Corporation;”
Completed Contact Information sheet;
A check for $50.00 made payable to the NC State Board of CPA Examiners;
One copy of the Application for Certificate of Authority for a Foreign Professional Corporation(SOS form);
A Certificate of Existence from the Secretary of State in the entity’s home state; a
nd
A c
heck payable to the NC Department of Secretary of State for the correct fee required for filing the Applicati
on
f
or Certificate of Authority for a Foreign Professional Corporation.”
U
pon receipt of the above-referenced items, the Board staff will complete an additional form that certifies to the SOS that
the firm name complies with the Board’s rules and that the proposed shareholders are properly licensed. The Board staff
will instruct the SOS to return the certified copy of the Application for Certificate of Authority for a Foreign Professional
Corporation,” after filing, to the Board. Upon receipt, a Certificate of Registration and the certified copy of the
Application for Certificate of Authority for a Foreign Professional Corporationwill be sent to the firm.
KEEP A COPY OF ALL DOCUMENTS FOR YOUR RECORDS.
Page 2 of 4
REV. 06/
2018
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 • nccpaboard.gov
REGISTRATION OF A FOREIGN PROFESSIONAL CORPORATION
The Applicant, a professional corporation duly organized and existing under the laws and regulations of the State of North
Carolina (NCGS Chapter 55B) and 21 NCAC 08K of the rules of the NC State Board of CPA Examiners, 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:
Supervising CPA:
Supervising CPA’s Certificate No.:
Street Address:
City, State & ZIP:
Mailing Address:
City, State & ZIP:
Phone Number:
Fax Number:
Email Address:
Website Address:
Does the applicant corporation operate or maintain any other offices? Y N
If
yes, provide the information requested above on an attached sheet for all other offices operated or maintained by the
applicant corporation.
Page 3 of 4
R
EV. 06/2018
REQUIRED INFORMATION
Registration of a Foreign Professional Corporation
Officers and Directors
P
rovide the name, address, phone number, CPA certificate/license number (including jurisdiction), and title of each officer
and director of the applicant corporation. Provide the name, address, phone number, social security number, and title of
each non-CPA officer and director of the applicant corporation. Attach additional sheet(s) if needed.
Name Cert. No.
Address City/State/ZIP
Title: Phone No.
Name Cert. No.
Address City/State/ZIP:
Title: Phone No.
Name Cert. No.
Address City/State/ZIP
Title: Phone No.
Shareholders
Provide the name, address, phone number, CPA certificate number, and percent of ownership for each shareholder of the
applicant corporation. For each non-CPA shareholder, provide the name, address, phone number, social security number,
and percent of ownership. Non-CPA shareholders are limited to 49% ownership of the corporate stock in aggregate.
Attach additional sheet(s) if needed.
Name CPA No. or SSN:
Address
City, State & ZIP Phone No.
Percent of Ownership
Name CPA No. or SSN:
Address
City, State & ZIP Phone No.
Percent of Ownership
Name CPA No. or SSN:
Address
City, State & ZIP Phone No.
Percent of Ownership
Page 4 of 4
R
EV. 06/2018
REQUIRED INFORMATION
Registration of a Foreign Professional Corporation
CPA Employees
Provide the name, address, phone number, and CPA certificate number (including jurisdiction) of each CPA employee of
the applicant corporation. Attach additional sheet(s) if needed.
Name CPA No.
Address
City, State & ZIP Phone No.
Name CPA No.
Address
City, State & ZIP Phone No.
Name CPA No.
Address
City, State & ZIP Phone No.
Name CPA No.
Address
City, State & ZIP Phone No.
Name CPA No.
Address
City, State & ZIP Phone No.
Name CPA No.
Address
City, State & ZIP 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.