Initial Steps in Filling out Form BCA 2.10

  1. Corporate Name: Fill in a business name which is different from any other business entity in Illinois as well as your choice of corporate designation such as Ltd., Corp, Inc. and so on. You can check the availability of your business name by calling the State of Illinois Name Availability section at 217-782-6961 or sending your request via email by completing a form on their website at http://www.ilsos.gov/ContactFormsWeb/corpform.html.
  2. Complete the Initial Registered Agent and office details. Every Illinois entity needs to have a registered agent to receive paperwork and state correspondence on their behalf. This requirement is mandatory under Illinois law, and the registered agent must be instated before filing BCA 2.10 form. All state correspondences and paperwork are sent to the registered agent who forwards it to the corporation. Initial Registered Office refers to the point of delivery for the service of process and state correspondence. Typically, it is the registered agent's address. The address cannot be used as a principal office address. The state sends documents to registered agents as Illinois does not require corporations to have a physical address within the state, does not send documents out of the state, and won't send documents directly to corporations.
  3. Purposes for Establishing the Corporation: This field already contains the general-purpose clause. The clause provides enough flexibility to allow the corporation to diversify and expand its operations. If the general clause does not fully cover your corporation's purpose, you can add specific language to clarify the focus of your company.

Completing the Paragraph Steps of Form BCA 2.10

Paragraph 1: Authorized Shares, Issued Shares, and Consideration Received:

  • Authorized Shares: The corporation is qualified to create and issue the number of shares provided in the articles of incorporation. These shares may be categorized into different classes with properties under the provisions of the articles of incorporation. The corporation's articles of incorporation have the power to provide special voting rights and restrict or deny rights to any class of shares issued by the company.
  • Issued Shares: The owners of the corporation, or stockholders, issue company shares based on the percentage of ownership. The issued shares are representative of the total number of outstanding shares eligible to vote at any period. During votes on company matters, a quorum is formed by a majority of the outstanding and issued shares. If a quorum is constituted, the shareholders shall follow the decision of the majority vote.
  • Consideration Received: Depending on the authorization of the board of directors, the company may issue shares after determining the cash value of the share through different considerations or formula. The established share value will be transferred to the company's paid-in-capital and will be used to calculate the corporation's annual franchise tax.

Paragraph 2 covers the characteristics of each class of shares regarding preferences, qualification, limitations, restrictions, and rights (special or relative). This paragraph is for detailing any restriction on the shares you are issuing. But you can skip this section if your shares have no specific restrictions

Paragraph 5a.: The number of directors forming the corporation's initial board of directors.

Paragraph 5b.: Enter the full names and complete addresses of the initial directors until the shareholder's hold the first annual general meeting. It's not mandatory to complete this section except when the company intends to issue a preferred or special class of shares.

Paragraph 6: This optional article is for corporations that issue preferred or special class shares. Corporations that authorized and issued millions of shares of stock and own a huge amount of paid-in capital can fill this part from 6a through d as it offers an alternative way to determine their franchise tax.

Paragraph 7: This optional item covers the duration of the corporation, indemnity clauses for directors, and other terms which are required or permitted in the articles of incorporation.

Paragraph 8: Signature of the Incorporator: Incorporators are individuals filling this form, the document should be signed in black ink and should include the typed name and address of the incorporator.

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