Illinois Articles of Incorporation

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What Are Illinois Articles of Incorporation?

Preparing and filing your articles of incorporation is the first step in starting your business corporation. Approval of this document secures your corporate name and creates the legal entity of the corporation. Only after this approval can the corporation apply for tax IDs, obtain business licenses, sign contracts, and otherwise conduct business.

Incorporating provides many important benefits:

  • Limits the liability of directors, officers, and shareholders
  • Fulfills statutory requirements to register your business name
  • Provides governance and adds credibility

Fast Facts

For Domestic Corporations:

Agency:Illinois Secretary of State - Business Services Department
Form:

Form BCA 2.10: Articles of Incorporation

Instructions:

Corporation Articles of Incorporation Guidelines and Pub c179: A Guide for Organizing Domestic Corporations

Filing Method:

Mail, fax (only if you have a prepaid account), or online

Agency Fee:

$150 filing fee + franchise tax ($25 minimum) + optional $100 expedite fee. The expedite fee is required if you file online. Franchise tax is calculated as $1.50 per $1,000 on the paid-in capital represented in this state. So if you paid-in less than $16,666, then your franchise tax due is the minimum amount of $25.

Turnaround:

~2 weeks by mail or fax. ~1 business days with $100 expedite fee.

Law:

805 ILCS §180

Notes:
  • When you file by mail you must submit the original articles with signatures in black ink and one copy.
  • When you file online, you may return to the Secretary of State’s Web site after 24 hours and retrieve a copy of the document at no extra charge for a period of 30 days.

For Domestic Professional Corporations:

Agency:Illinois Secretary of State - Business Services Department
Form:

Form BCA 2.10(PSCA): Articles of Incorporation (Professional Service Corporation)

Agency Fee:

$150

For Domestic Close Corporations:

Agency:Illinois Secretary of State - Business Services Department
Form:

Form BCA 2.10(2A): Articles of Incorporation (Close Corporation)

Agency Fee:

$150


Other Helpful Illinois Facts

As you are preparing to incorporate, keep in mind the following requirements specific to Illinois.


Illinois Directors

  • Number: One or more required.
  • Qualifications: None.
  • Quorum: A majority of directors, or more if stated in the bylaws.

Illinois Officers

  • As stated in the bylaws. One person may hold multiple offices. One officer is required to be responsible for maintaining corporate records.

Illinois Bylaws

  • Required: No.

Illinois Annual Shareholder Meeting

  • Required: Yes.
  • Action by written consent: Allowed if enough shareholders consent to equal the number required to take action by vote.

Illinois Shareholders

  • Qualifications: N/A
  • Stock Certificate: Not required.
  • Voting Trusts Allowed: Yes.

Helpful Tools

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