Illinois Corporations Laws

As an Illinois small business owner, you may be considering incorporating. Before you incorporate, you will need to select a business name and determine if that name is available. You or a licensed attorney will want to search name availability. Once your name is selected, a decision must be made as to what type of corporation best fits your business. Should you choose an S corporation or a C corporation?

In choosing the corporation type, there are tax considerations that need to be taken into account. If you make the wrong choice, your corporation could be double-taxed, which can impact profit. For a more detailed breakdown of the benefits of incorporating as a C-Corp or an S-Corp, check out FindLaw's Business Tax Basics.

Board of Directors

Once you decide what type of corporation you are creating, you will need to select the individuals that you would like on your board of directors. Then, you will need to draft and file your corporation's Articles of Incorporation. In Illinois, this is known as "Form BCA 2.10."

After the Articles of Incorporation have been filed, you will need to obtain a business license and any other permits that might be required for the type of business you are forming. These permits can be obtained from the city or the county in which your business is located.

The following table highlights the main provisions of Illinois's Corporate Laws See State Guide: Corporations Offices for more general information on those topics.

Statute (805 ILCS 5/) Business Corporation Act of 1983 , et. seq.
Preparing Your Certificate of Incorporation

To form an Illinois corporation, you will need to File a certificate of incorporation with the Secretary of State and pay a filing fee. Your corporation officially exists as soon as the certificate is filed.

Steps for Incorporation
  1. Prepare Certificate of Incorporation;
  2. Decide Your Stock Structure;
  3. Choose and Specify Incorporators;
  4. Choose and Specify Directors;
  5. Choose and Specify a Registered Agent;
  6. Determine Corporate Bylaws;
  7. File a Certificate of Incorporation with the Illinois Secretary of State.
Information Necessary on Articles of Incorporation
  • The name of the corporation including one of the following words or abbreviations: Corporation, Company, Incorporated, Limited, Corp., Co., Inc. or Ltd.
  • The number of shares the corporation is authorized to issue;
  • The name and Illinois street address of the Registered Agent;
  • The name and complete address (including city, state, and zip code) of each incorporator of the corporation;
  • The purpose of corporation.

Note: Deciding where to incorporate and initiating the incorporation process are important steps on your business's path to success. To ensure that your new business complies with your state's legal requirements at every stage in the corporate formation process, you may wish to consult an experienced Illinois business organization attorney.

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Illinois Corporate Laws: Related Resources

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