How To Form A C Corp In Illinois

When it comes time for a potential new company to file as a C Corp in Illinois, it’s crucial that they meet specific criteria. Failure to do so could delay proceedings significantly. Meeting these requirements is not overly complicated, but potential new owners must be thorough and diligent in their efforts. Curious about the steps needed to form a C Corp in Illinois?

Before filing any paperwork with the state of Illinois, potential owners must choose a name for their new corporation. In the state of Illinois, new C Corps must include some version of the word “Corporation” in the name. Examples could include:

• Incorporation
• Corporation
• Company
• Limited
• Any abbreviation of these words (Inc., Corp, Co, Ltd, etc..)

Additionally, potential business owners must make sure that their name is unique and distinguishable from the business names already on file with the Illinois Secretary of State’s office. Before investing too much time in securing a name, prospective owners can browse the Business Services name database on the Secretary of State’s website.

This website provides a list of all business names registered in the state of Illinois. If a prospective business owner has a name in mind, they should search this name and similar keywords to ensure that no other name has been taken.

If a prospective business owner finds a name that has not been taken, but they are not yet ready to file the paperwork necessary to form a C Corp in Illinois, they could reserve the name for 90 days. Prospective business owners can do so by submitting a form with the Secretary of State’s office. The filing fee associated with this form is $25.

If a business owner is not satisfied with the name they’ve chosen, there’s no need to fret. The name they’ve adopted is merely the corporate name, not the Doing Business As name. Companies have the option of filing a Doing Business As form to inform the state of Illinois that they intend to conduct business under a name different than their corporate name. This is quite common in the state, and could work to a business’ advantage.

After choosing a business name, prospective owners will want to secure a registered agent for the C Corp in Illinois. The registered agent could be an individual who the business owners trust, or it could be a third-party company hired to serve in the role. The registered agent must be at least 18 years old and must have a valid street address in the state of Illinois, at which the agent is located at during regular business hours.

The registered agent is tasked with accepting notices of litigation and legal correspondence on behalf of the company. The agent is then responsible for passing this information along to the C Corp’s board of directors. If the agent does not do so, the corporation could miss out on receiving crucial legal information. As a result, they could miss a deadline that could jeopardize their standing as a C Corp in the state of Illinois.

That’s why it’s imperative that prospective business owners find a registered agent who they can trust. They may want to consider hiring a third-party registered agent company, such as DoMyLLC, to serve in the role. Registered agent companies have extensive knowledge of the inter-workings of the Illinois Secretary of State’s Office. Additionally, they will forward all notices and correspondence to business owners immediately. Investing in a third-party registered agent service could go a long way toward ensuring a C Corp’s success in Illinois.

After selecting a name and hiring a registered agent, those looking to register as a C Corp in Illinois should file the Articles of Incorporation with the Illinois Secretary of State’s Office. This document must not only include the corporate name and address but the purpose of the business as well. Additionally, the articles must include all information about the registered agent, including the agent’s name and address. Lastly, the Articles of Incorporation must include the number of authorized shares, the number of shares proposed to be issued, and the consideration that the initial issuance of shares will receive.

After the state has approved a new business’ standing as a C Corp, the company must appoint its initial corporate directors. The initial corporate directors are appointed by the incorporator, who is the person who completed and signed the Articles of Incorporation. The state wants to know the number of initial directors, along with their names and addresses. The initial directors will serve as the initial board members until the first meeting, when their shareholders then elect the board.

Those looking to file as a C Corp in Illinois have the option of submitting their Articles of Incorporation online or by mail. Regardless of the method they choose, the prospective business owners are also responsible for paying a $150 filing fee. Illinois is unique in the fact that they also require new businesses to pay an initial franchise tax payment. This tax is calculated at a rate of $1.50 for every $1,000 that the corporation has in paid-in capital in the state. C Corps in Illinois must pay a minimum initial franchise tax of $25.

After the incorporator has appointed the initial corporate directors, he or she must complete an Incorporator’s Statement, which lists the name and addresses of the individuals selected to serve as initial corporate directors. Incorporators do not need to file this document with the state of Illinois, but they should keep it in a secure location alongside other critical materials.

Meet The Illinois Annual Reporting Requirements

The state of Illinois does not require C Corps to file an initial report. However, C Corporations in Illinois are required to submit an annual report with the Secretary of State by the corporation’s anniversary date. If C Corps in Illinois do not meet this deadline, they will be subject to late penalties, as assessed by the Secretary of State’s office. Corporations should be prepared to pay a filing fee of $75 each year when filing their annual report.

Not only can DoMyLLC help new business owners with a registered agent, we can also assist with the paperwork required to file as a C Corp in Illinois. No matter if you’re unsure of which paperwork to file or when it’s due, we can help make sure you submit everything correctly.