Articles of Incorporation

When incorporating in Illinois, articles of incorporation must be filed with the Illinois Secretary of State. Illinois law requires that certain information be included in your articles of incorporation. The following is a summary of those requirements:

Incorporators

  • Minimum Number of Incorporators – One or more
  • Eligibility Requirements – An incorporator may be either
    • A natural person at least 18 years old or
    • A corporation
  • Duties – Delivering articles of incorporation to the Secretary of State for filing; fixing the number of initial directors either in the articles or at the organizational meeting
  • Listing Requirements – The name and address of each incorporator incorporating in Illinois must be listed

Corporate Purpose(s): Illinois allows a corporation to be formed for any lawful business activity.

  • Listing Requirements – Not required in the articles

Director Information

  • Minimum Number of Directors – One or more
  • Eligibility Requirements – Directors must be natural persons who are at least 18 years old. The articles of incorporation or bylaws may prescribe additional qualifications for directors
  • Listing Requirements – Not required in the articles

Officer Information

  • Officers are not required to be listed in the articles of incorporation when incorporating in Illinois

Stock Information

  • The number of shares of each class that the corporation is authorized to issue

Other Required Listing Information

  • The street address of the corporation’s initial registered office and the name of its initial registered agent at that office

Optional Provisions

Illinois also permits optional provisions to be integrated into the articles of incorporation for corporations who wish to formalize additional criteria, such as:

  • The names and addresses of the initial directors
  • The corporate purpose(s)
  • Regulating the powers of the corporation, its board of directors, and shareholders
  • A par value for authorized shares or classes of shares
  • Personal liability of shareholders for corporate debts in certain situations
  • Limitation or indemnification of director liability to the corporation or its shareholders in certain situations

United Agent Services allows you to designate whether any or all of these provisions should be included.