If you're forming a medical practice in West Virginia, you're facing something most businesses don't: a dual regulatory maze. You can't just file with the Secretary of State and start practicing. First, you need approval from the West Virginia Board of Medicine. Then, and only then, can you file your formation documents. Miss this sequence, and your filing gets rejected. Add to this West Virginia's strict Corporate Practice of Medicine doctrine under W. Va. Code § 30-3-15, which prohibits non-physician ownership entirely, and you're navigating compliance challenges that can derail your practice before it starts.
West Virginia recognizes four professional entity types for healthcare: Professional Limited Liability Companies (PLLCs), Professional Corporations (PCs), Limited Liability Partnerships (LLPs), and Professional Associations. Each structure carries distinct formation requirements, ownership restrictions, and ongoing compliance obligations that healthcare administrators must understand to maintain good standing.
PLLCs represent the most flexible modern structure for healthcare practices in West Virginia. W. Va. Code §§ 31B-13-1301 through 31B-13-1303 establishes that each member must be "an individual who is duly licensed or otherwise legally authorized to render the same specific professional services as those for which the limited liability company was organized." This requirement creates an important distinction: PLLCs permit multi-discipline healthcare practices when professionals provide compatible services, making this structure ideal for integrated care models combining different healthcare specialties.
Formation requires filing Articles of Organization with the Secretary of State after obtaining Board of Medicine authorization. According to W. Va. Code § 31B-13-1303, PLLC names must include "professional limited liability company" or approved abbreviations: "PLLC," "P.L.L.C.," "PLC," or "P.L.C." Per West Virginia Code of State Rules, Series 11-07, Section 11-7-3(3.4), PLLCs must maintain at least $1 million in professional liability insurance, a substantial financial requirement that healthcare entities must maintain throughout their operational life.
Professional Corporations operate under a dual statutory framework combining general corporate law and professional regulation. According to W. Va. Code § 31D-2-202, Articles of Incorporation must include: corporate name, number of authorized shares, street address of initial registered office and name of initial registered agent, name and address of each incorporator, and corporate purpose specifying professional services.
The critical distinction for PCs lies in ownership restrictions. W. Va. Code § 30-3-15 requires that all shareholders in a medical professional corporation hold active physician or podiatric physician licenses. This statute makes it unlawful for any corporation to practice medicine without obtaining a Certificate of Authorization from the Board of Medicine, establishing strict physician-only ownership requirements. Unlike PLLCs, PCs effectively operate as single-discipline entities, limiting ownership to licensed physicians and podiatrists and restricting the flexibility for multi-specialty integrated practices.
W. Va. Code § 47B-10-1 governs LLP formation, requiring a Statement of Registration filed with the Secretary of State including partnership name, principal office address, number of partners, business statement, and a $150 fee. W. Va. Code § 47B-10-3 mandates names include "Registered Limited Liability Partnership" or abbreviations: "LLP," "L.L.P.," "RLLP," or "R.L.L.P." W. Va. Code § 47B-10-5 requires $1 million liability insurance OR a $1 million segregated fund. However, LLPs lack healthcare-specific regulatory pathways, making them uncommon for medical practices.
West Virginia definitively enforces the Corporate Practice of Medicine doctrine through W. Va. Code § 30-3-15, which makes it unlawful for any corporation to practice or offer to practice medicine, surgery, or podiatric medicine without obtaining a certificate of authorization from the West Virginia Board of Medicine. The statute requires all shareholders of a medical corporation to be licensed physicians or podiatric physicians, with no exceptions for partial non-physician ownership interests.
West Virginia case law provides important context. Reddy v. Community Health Foundation of Man, 298 S.E.2d 906 (W. Va. 1982) and Gant v. Hygeia Facilities Foundation, 384 S.E.2d 842 (W. Va. 1989) demonstrate that while courts have permitted physician employment by nonprofit corporations in specific contexts, such arrangements remain subject to statutory requirements and reasonableness standards.
Here's what you're actually dealing with in terms of time and money:
Healthcare professionals forming PCs or PLLCs in West Virginia must complete a mandatory two-step approval process. According to the WV Board of Medicine Medical Corporation Application, it is unlawful under WV Code §29-12B-3 to practice or offer to practice medicine or podiatric medicine without a valid Certificate of Authorization from the Board. This creates a strict filing sequence: Board of Medicine authorization must be obtained BEFORE filing with the Secretary of State.
The total minimum cost for PLLC formation is $250 (standard processing) or $275 (next-day processing), consisting of a $100 Board of Medicine application fee and a $150 Secretary of State filing fee. PC formation costs include a $100 Secretary of State filing fee plus an unconfirmed Board of Medicine application fee that must be verified by contacting the Board directly. These fees represent only the initial formation costs; ongoing compliance requirements add annual expenses that healthcare entities must budget for throughout their operational life.
Getting formed is just the beginning. Staying compliant means tracking multiple deadlines with zero margin for error.
According to the West Virginia Secretary of State Annual Reports page, both Professional Corporations and Professional Limited Liability Companies must file annual reports covering the previous calendar year. The filing window opens January 1 and closes June 30 each year, requiring updates to officers, members, partners, directors, addresses, and registered agent details. The standard filing fee is $25.00, plus an additional $1.00 for online processing, or $75.00 total if filed after the June 30 deadline.
Failure to file the annual report by the deadline may result in monetary penalties and administrative dissolution or revocation. The WV SOS regulatory documents specify that entities failing to renew their annual reports face penalty fees equal to the renewal fee itself, potentially doubling the cost and ultimately risking revocation of legal authority to transact business in West Virginia.
West Virginia abolished its franchise tax for tax years beginning after January 1, 2015, meaning Professional Corporations and PLLCs have no franchise tax obligations. However, the West Virginia Tax Division mandates that all businesses obtain a West Virginia Business Registration Certificate before engaging in business activities. The fee is generally $100 or more depending on entity type, with the certificate remaining valid unless the business undergoes changes to name, location, or ownership structure requiring re-registration.
Professional Corporations and Professional Limited Liability Companies remain subject to 6.5% corporate income tax on all income derived from West Virginia sources, requiring annual tax return filing with the State Tax Department separate from and in addition to the annual report filed with the Secretary of State.
West Virginia has enacted significant healthcare legislative changes between 2023-2026, with the most substantial being the termination of the Certificate of Need program and expansion of corporate practice rights.
CERTIFICATE OF NEED PROGRAM TERMINATION
Senate Bill 453 (2025) represents the most significant change to healthcare entity formation in recent West Virginia legislative history. It becomes effective January 1, 2026, terminates the West Virginia Health Care Authority and its Certificate of Need program, transfers all remaining powers and assets to the Secretary of the Department of Health, and eliminates the requirement for healthcare entities to obtain certificates of need before establishing new facilities or offering certain healthcare services. This legislative change was supported by SB 870 (2024), known as the "Restoring Sanity Act," which confirms the CON termination date of January 1, 2026.
PROFESSIONAL LICENSING CHANGES
SB 84 (2025) creates a new licensure framework for certified professional midwives, requiring healthcare entities that employ or contract with midwives to ensure proper licensure.
SB 471 (2026) authorizes physician assistants to own and operate medical practices and permits physician assistants to form medical corporations and professional limited liability companies (PLLCs). Healthcare compliance officers should verify final passage status and effective dates through the official West Virginia Legislature bill tracking system before making entity formation decisions based on this authorization.
BOARD OF MEDICINE REGULATORY UPDATES
The Board of Medicine updated its regulatory framework through Series 1A rules (effective June 1, 2023) and Series 1B rules (effective July 1, 2024), governing licensing procedures, disciplinary processes, and professional conduct standards.
Your entity compliance is only as good as your physicians' licenses. Here's what creates risk:
According to the West Virginia Board of Medicine CME Requirements, physicians must complete 50 hours of continuing medical education every two years as a condition for license renewal. At least 30 of the 50 hours must be in the physician's area of specialty, with up to 20 hours allowable for medical student teaching or preceptorship. Physicians who have prescribed, administered, or dispensed controlled substances during the two-year reporting period must complete 3 hours of Board-approved CME in Risk Assessment and Responsible Prescribing of Controlled Substances Training.
Physicians may fulfill CME through Category I CME completion, ABMS certification exams, active Maintenance of Certification participation, or ACGME-approved postgraduate training.
West Virginia operates on a biennial renewal cycle with alphabetically staggered deadlines. Per the 2024 Medical Doctor Renewal FAQs, physicians with last names A-L renew by June 30 in even-numbered years, while those with last names M-Z renew by June 30 in odd-numbered years. The renewal fee is $400, and there is no grace period for practice after expiration.
Active physician licensure is a mandatory statutory prerequisite for ownership in professional healthcare entities. West Virginia Code §30-3-15 establishes that the Board may issue certificates of authorization only to licensed individuals, creating a direct statutory link between active licensure and ownership eligibility. West Virginia Code §31B-13-1302 explicitly prohibits PLLCs from having "as a member anyone not duly licensed or legally authorized" to render the professional services for which the PLLC was organized.
A physician who fails to renew their license by the June 30 deadline automatically loses the active licensure required to maintain ownership in professional healthcare entities. This automatic loss of ownership eligibility can create significant entity governance challenges if not proactively managed through advance license renewal.
Can non-physicians own medical practices or employ physicians in West Virginia?
No. West Virginia Code § 30-3-15 makes it unlawful for corporations to practice medicine without Board of Medicine authorization, which is issued only to entities with 100% physician or podiatric physician ownership. West Virginia strictly enforces the Corporate Practice of Medicine doctrine with no exceptions for partial non-physician ownership.
What happens if a physician's license lapses while they own shares in a professional entity?
Loss of active license status immediately disqualifies the physician from maintaining ownership in the professional entity. W. Va. Code § 31B-13-1302 prohibits PLLCs from having unlicensed members, and W. Va. Code § 30-3-15 requires all shareholders and members of medical professional entities to be licensed physicians. No grace period exists under West Virginia law. The physician must cease ownership participation immediately upon license expiration and cannot resume ownership until licensure is restored.
What is the difference between a Professional Corporation (PC) and Professional Limited Liability Company (PLLC) for healthcare practices?
Both require Board of Medicine authorization and 100% licensed professional ownership, but PLLCs offer greater flexibility for multi-discipline practices. W. Va. Code § 31B-13-1302 permits PLLC members to practice "compatible services," allowing different healthcare specialties to practice together in one entity. PCs under W. Va. Code § 30-3-15 restrict ownership to physicians or podiatrists only, effectively creating single-discipline entities. Both require $1 million professional liability insurance and annual reports.
When are annual reports due for healthcare professional entities?
Annual reports must be filed between January 1 and June 30 each year, covering the previous calendar year. The West Virginia Secretary of State charges $25 plus an additional $1 online processing fee for timely filing. Late filing after June 30 increases the total cost to $75 ($25 base fee plus $50 penalty). Failure to file may result in administrative dissolution or revocation of authority to transact business in West Virginia.
Do I need Board of Medicine approval before filing with the Secretary of State?
Yes. The mandatory sequence requires Board authorization first, then Secretary of State filing after receiving authorization. Filing out of sequence results in rejection.
You're managing physician license renewals with biennial deadlines and no grace periods. You're tracking Board of Medicine authorizations, Secretary of State filings, and annual reports due by June 30. You're maintaining insurance documentation, monitoring ownership eligibility, and hoping nothing falls through the cracks. One missed deadline means entity dissolution. One expired license means ownership violations.
Discern automates the compliance tasks overwhelming your team. Our entity management platform tracks all 50 state requirements, monitors filing deadlines automatically, validates physician license status in real-time, and generates certificates of good standing in 5-10 minutes instead of days. Over 200 healthcare organizations use Discern to manage their entities without the constant administrative burden.
Ready to eliminate compliance anxiety? Book a demo and see how Discern reduces your West Virginia entity management from hours to minutes.
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