S-Corp Information – Illinois

By | February 12, 2008

Address of state corporation department:
Illinois Secretary of State
Corporation Division
Michael J. Howlett Bldg., Rm. 328
501 S. Second St.
Springfield IL 62756
Telephone: (217) 782-6961
State web address: http://www.illinois.gov/government/
State law reference: Illinois Annotated Statutes, Chapter 805, Section 5/1.01+.
Title of filing: Articles of Incorporation.
Filing Fees: $150.
Other fees: Initial franchise tax assessed at the rate of $1.50 per $1,000 on paid-in capital represented in Illinois.
(Section 5/15.35). Minimum initial franchise tax $25, due at time of filing Articles of Incorporation.
Name reservation: Reservable 90 days for $25 fee. (Section 5/4.10).
Name requirements: Corporation, Incorporated, Company, Limited, or abbreviation. (Section 5/4.05).
Incorporator requirements: One or more persons or corporations. (Section 5/2.05).
Corporate purpose requirements: General “all purpose” clause (see instructions). (Section 5/3.05).
Director requirements: One or more (may be nonresidents) (Section 5/8.05, 5/8.10).
Paid-in capital requirements: None.
Annual report requirement: Yes, to Secretary of State. (Section 5/14.05). $75 filing fee. Franchise tax is payable
each year with annual report. (Section 5/15.35).
Publication requirements: None.
Other provisions: In addition to the number of shares of each class the corporation is authorized to issue, the
Articles of Organization must set forth (1) the number and class of shares which the corporation proposes to issue
without further report to the Secretary of State, and the consideration to be received by the corporation for them,
less expenses, including commissions, paid or incurred in connection with the issuance of shares, (2) if shares
of more than one class are to be issued the consideration for shares of each class, (3) if shares are divided into
classes, the designation of each class and a statement of the designations, preferences, qualifications, limitations,
restrictions, and special or relative rights with respect to the shares of each class, and (4) if the corporation may
issue the shares of any preferred or special class in series, then the designation of each series and a statement of
the variations in the relative rights and preferences of the different series, if they are fixed in the Articles of Incorporation,
or a statement of the authority vested in the board or directors to establish series and determine the
variations in the relative rights and preferences of the different series. (Section 5/2.10). Illinois requires the use of
state-provided forms for all corporate filings. (Section 5/1.10).