1. Choosing a Name
2. Filing Fees
3. Choosing a Registered Agent
4. Organization and Other Housekeeping

To choose a name, businesses must consult with the Secretary of State; Illinois corporations all need to complete this process. To form a corporation, the name must consist of one of these words or its abbreviation: “Limited,” “Corporation,” “Incorporated,” and “Company.” In addition, the name of your company must be clearly unlike those of other business entities already on the record of Secretary of State in Illinois.

Choosing a Name

Your choice of name for your new company in Illinois has to be different from all other reserved or registered corporations in Illinois. Illinois, like other states, authorizes the use of phrases and words in company names.

Your company's name must include symbols and letters that can be replicated by the office of the Secretary of State. It is compulsory for the name to be in line with the business conduct of the corporation, except it has picked “doing business as” (assumed name) in compliance with the law of Illinois.

Moreover, your new company's name in Illinois must not include terms that give your corporation the authority to perform business in indemnity, banking, insurance, and assurance. And unless it is authorized by the designated state agency, your company must not conduct business as a corporate fiduciary.

Filing Fees

The name database of the Business Service is the place to search for availability of the company name. You can file with the Secretary of State ($300 is the filing fee) to store a name for up to 90 days. When a company files Articles of Incorporation with the Secretary of State in Illinois, it becomes legally established. 

The details of the corporation's name and address must be documented in the article, as well as the purpose; details of the agent, including name and address, for service of process; the company's number of shares endorsed to the issues; and the consideration (property or money) the company will get for the shares.

$150 is the filing fee with an initial franchise tax payment assessed at the rate of $1.50 per $1,000 of paid-in capital represented in Illinois. The minimum initial franchise tax is $25. 

Choosing a Registered Agent

An agent for service of process in the state is mandatory for every company in Illinois. The agent is a company or an individual with an agreement to monitor legal papers on behalf of the corporation whenever sued. A registered agent is a local or foreign corporation endorsed in Illinois to transact business.

A registered agent must have a physical address in Illinois with a record of accepting service of process on behalf of the company before designation.

Organization and Other Housekeeping

Start your company record book to file important papers of the company, stock certificate stubs, minutes of shareholders and director's meetings, and stock certificates. 

Internal corporate documents include bylaws that define the basic ground rules for your company's execution. They are not filed by the state. Corporate bylaws are not legally mandated for a corporation, but companies must strive to adopt some of them because:

  • They create the operating rules for your company
  • They establish the legitimacy of your business to the IRS, creditors, banks, and others.

An individual that signed the article - the incorporator - is saddled with the task of installing the initial corporate directors that will be on board until the shareholders' inauguration meeting (when an election of those that will serve next will be performed).

The incorporator will document an “Incorporator's Statement” that will detail the initial director's name and address. He must sign the statement and have a copy of the document in the corporate record book.

From the board of director's first meeting, the directors will choose corporate officers, pick a corporate bank, adopt bylaws, adopt the corporate seal and an official stock certification form, authorize issuance stock shares, and set the fiscal year for the company. The board also releases stock to individual shareholders.

Stock shares in your company are referred to as a security under the federal and state securities laws. The security regulates sales of corporation stock and the offer. However, many small corporations are excused from these laws. All companies operating in Illinois must record the annual transaction with the Secretary of State. 

More and more regulatory requirements and tax are essential for your company like the EIN, federal employment identification number, business licenses, and an S Corporation filing.

To transact business in Illinois, all corporations established outside of Illinois must register with the Secretary of State to make deals. 

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