ILLINOIS CORPORATION FOREIGN QUALIFICATION
What is Illinois Corporation Foreign Qualification?
explain
You want to do business in the state of Illinois but are registered as a Domestic Corporation in another state.
In order to legally conduct business in the state of Illinois you must register with the Illinois Secretary of State as
a
Foreign Corporation.
The process of registering as a Foreign Corporation in Illinois is called
Illinois Corporation Foreign Qualification.
The process of Illinois Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in Illinois.
Your original Domestic Corporation formation documents (usually called Articles of Incorporation) and By Laws apply to your Illinois Foreign Corporation.
The Officers and Directors of your Domestic Corporation have the same roles in the Illinois Foreign Corporation.
Specific requirements to qualify as a Foreign Corporation in Illinois are explained below.
Once you have made the decision to Qualify as a Foreign Corporation in Illinois,
an Illinois lawyer can file your documents and act as a middle man for a few hundred dollars an hour;
or you can use an online service provider like All Business Documents to perform these services.
Put the money you save with All Business Documents right where it belongs - into your new Illinois Foreign Corporation.
What is an Illinois Foreign Corporation?
explain
In the United States, just because you are registered to do business in one state does not mean that you can legally do business in another state.
If you want to transact any serious business in a state other than the state in which your Corporation is registered, most likely you will
have to register with the state in which you want to do business before you can legally conduct business there.
For example, a Corporation that is registered in California wants to do business in Illinois.
The California Corporation is a "Domestic" Corporation in California and will be a "Foreign" Corporation in Illinois.
The California Foreign Corporation needs to register with the Illinois Secretary of State as an Illinois Foreign Corporation.
The use of the term Foreign in this case refers specifically to individual US states.
The US government, including the IRS, considers a Foreign Corporation to be a Corporation that is registered outside
of the United States.
Do I need a lawyer to Form a Foreign Corporation in Illinois?
explain
The short answer is no.
The state of Illinois does not legally require a lawyer to form an
Illinois Foreign Corporation.
Our detailed
Foreign Corporation Information page may help you understand some
of the implications of forming an
Illinois Foreign Corporation.
However, if there is
anything about forming a Foreign Corporation in Illinois
that you're not sure about you should seek the advice of a competent Illinois lawyer, an Illinois accountant,
or both
before you form a Foreign Corporation in Illinois.
Once you have made the decision to form a Foreign Corporation in Illinois, an Illinois lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and
save money that you can use in your new Illinois Foreign Corporation.
Do I have to Reserve a Company Name before I Form a Foreign Corporation in IL?
explain
You are not legally required to reserve a Company Name for a new Illinois Foreign Corporation before you submit your application to Form a Foreign Corporation
in Illinois.
The Foreign Corporation name that you have registered in your home state may or may not be available in Illinois.
In that case you need a different name your Illinois Foreign Corporation.
Whether or not you need to reserve a company name for your new Illinois Foreign Corporation depends entirely on your business situation.
The Illinois Secretary of State uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Illinois Foreign Corporation Name.
What if the Illinois Foreign Corporation Name I want is already taken?
explain
If the Name you have chosen for your new Illinois Foreign Corporation is already in use by a currently active
Illinois Foreign Corporation or LLC then you will have to register a DBA Name with the county recorder in each Illinois county in which you want to do business. "DBA" is an abbreviation for "Doing Business As."
We verify that the Name you have chose for your new Illinois Foreign Corporation is available before we submit
your Foreign Corporation filing to the Illinois Secretary of State.
If necessary we can register a DBA Name in Illinois for you so that you can open your new Illinois business as quickly as possible.
What do I have to do to Form a Foreign Corporation in Illinois?
explain
- Prove that you are registered in a state other than Illinois as a Domestic Corporation
In order to register as a Foreign Corporation in the state of Illinois, you must first prove that you are registered in another state as a
Domestic Corporation.
The state of Illinois requires a certified copy of the formation documents from the home state of the Domestic Corporation.
These documents are usually called Articles of Incorporation.
If the formation documents have been amended then the Illinois Secretary of State also requires certified copy of all amendments.
We can get Certified Copies of your formation documents, as well as any other documents which have been filed, in any state.
- Choose a name for your Illinois Foreign Corporation
You can use the same name in Illinois that you use in your home state, however, if the name of your Domestic Corporation is not available you need to choose another name.
Your Illinois Foreign Corporation name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the Illinois Foreign Corporation name that you choose must be distinguishable from the name of any other registered Illinois Corporation or other
business entity and the name must also be different from any reserved names on record with the state of Illinois.
Your Illinois Foreign Corporation name must not imply that it was formed for a purpose other than that stated in the
Your Illinois Foreign Corporation name must not be a name that is likely to mislead the public.
The name of an Illinois Foreign Corporation must include the word "Foreign Corporation" or
"Incorporated" or an abbreviation of one of these words.
It's important to choose a good name for your Illinois Foreign Corporation because if you want to change it after you qualify you
will have to file amended documents with the Illinois Secretary of State (and pay a fee).
We will check to make sure that your requested Illinois Foreign Corporation name is available and conforms to all state of Illinois
Foreign Corporation naming regulations.
- Select an official address and a Registered Agent for your Illinois Foreign Corporation
Every Illinois Foreign Corporation must have an address that is physically located in the state of Illinois.
This address is "registered" with the Illinois Secretary of State.
The Registered Address cannot be a PO Box and is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of Illinois to receive all correspondence on behalf of the Illinois
Foreign Corporation is called a "Registered Agent".
You may act as your own Registered Agent, however, many Illinois Foreign Corporations hire a Registered Agent because they don't have a physical
address within the state of Illinois or to provide a distinct level of privacy.
We provide Registered Agent services in Illinois as well as all other states and the District of Columbia.
- File Registration Documents with the Illinois Secretary of State
In order to Qualify as a Foreign Corporation in Illinois you must file Registration Documents with the Illinois Secretary of State.
In Illinois the registration documents are named "Application for Authority to Transact Business in Illinois".
The registration documents must include certain specific information about your Illinois business.
If the Registration Documents do not conform exactly to state of Illinois requirements they will be rejected. 
If you need to change any of the information on your registration documents after your Illinois Foreign Corporation has been approved,
you may amend the registration documents for your Illinois Foreign Corporation but you will have to pay a fee to
the state of Illinois in order to make the changes official.
- Determine how you want your Illinois Foreign Corporation to be taxed
The Illinois Corporate Income Tax Rate is %.
You may choose that your Illinois Foreign Corporation to be taxed as a C Corporation or S Corporation.
A C Corporation is what you may think of as a traditional Corporation like General Electric or Ford.
C Corporations pay a Corporate income tax to the state if that state taxes Foreign Corporations.
You may choose to have your Illinois Foreign Corporation taxed as a S Corporation.
S Corporations "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.
S Corporations do not pay any Illinois Corporate Income Tax.
Illinois Corporations pay 7.0% income tax and 2.5% property replacement tax.
Illinois Corporations are also subject to a Franchise Tax.Â
The Franchise Tax is based on the share of a corporation’s paid-in capital in the state of Illinois.Â
The initial Illinois Corporation Franchise Tax is imposed at the beginning of the corporation’s first year doing business in the state.Â
The initial Illinois Corporation Franchise Tax rate is 0.15% of the share of paid-in capital in Illinois.Â
The minimum Illinois Corporation Franchise Tax is $25.00 and the maximum is $2 million.Â
After a corporation’s first year, the Illinois Corporation Franchise Tax is due annually at a rate of .10%.
If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Illinois Foreign Corporation and include it with
your final Foreign Corporation documents package.
What do I have to do after I Form a Foreign Corporation in Illinois?
explain
- Obtain Business Licenses from the cities and counties in which you plan to do business
- File the required reports for your Illinois Foreign Corporation
- Keep proper records of your Illinois Foreign Corporation on file
- Pay your taxes to the state of Illinois
- Obtain Business Licenses from the cities and counties in which you plan to do business
Note that forming an Illinois Foreign Corporation does not take the place of obtaining a local business license, tax
registration certificate, or other required business permits.
An Illinois Foreign Corporation merely creates an ownership structure that limits the owners' personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your Illinois Foreign Corporation within Illinois you may need to get one or more local
business licenses or permits.
The business licenses or permits that are required for your Illinois Foreign Corporation vary depending on your business activities
and the specific locations within the state of Illinois in which you want to conduct business.
If your Illinois Foreign Corporation will be selling products in Illinois you may be required to obtain a Reseller's Permit from the appropriate
Illinois state agency.
If your Illinois Foreign Corporation will be selling products in Illinois you will also be responsible for all applicable local and state of Illinois
sales taxes if there are any.
We have the expertise to find out exactly which state and local permits that you need for your specific business.
- File the required reports for your Illinois Foreign Corporation
We can file your Initial report as well as your Annual Report each year
The Illinois Corporation Annual Report includes basic information about your Illinois Foreign Corporation including information on your Officers and Directors.
Failure to submit a properly completed Illinois to the Illinois Secretary of State on or before the
due date may subject the Illinois Foreign Corporation to being administratively dissolved in the state of Illinois or having its authority to
transact business in the state of Illinois revoked by the Illinois Secretary of State.
Penalties may accrue if you fail to file any Illinois Foreign Corporation to the Illinois Secretary of State by the due date.
- Keep proper records of your Illinois Foreign Corporation on file
Keep the following records on file and available at the principal business office of your Illinois Foreign Corporation:
- Names and addresses of all Directors and Officers of the Illinois Foreign Corporation
- Foreign Corporation formation documents and any Amendments to them
- Corporate Bylaws and any Amendments to them
- List of current shareholders of the Foreign Illinois Foreign Corporation.
If shareholders change, keep a record of old shareholders and how stock was transferred.
- Minutes of all Meetings of Shareholders and Directors
- Copies of any Corporate Resolutions which have been adopted by the Illinois Foreign Corporation
- Copies of all tax returns and Annual Reports for the Illinois Foreign Corporation for the last 3 years
- Pay your taxes to the state of Illinois
Foreign Corporations that either do business in the state of Illinois or that derive income from sources within the state of Illinois are subject
to Illinois and federal tax laws.
If you are engaged in intrastate business and derive income from other states besides Illinois, you must allocate the amount of income derived
from the state of Illinois in order to determine your Illinois state taxes.
What information do I need in order to Form a Foreign Corporation in Illinois?
explain
In order to Incorporate in Illinois you'll need the following information about your new Company:
- The name of your new Illinois Foreign Corporation along with your second choice of a name in case the name that you want is not available
- Physical address of the Foreign Corporation office in Illinois (not a PO Box)
- A certified copy of your formation documents from your home state including any amendments to them
- A description of the nature of the business you are planning to operate with the Illinois Foreign Corporation
- The number of shares of stock that the Illinois Foreign Corporation will be authorized to issue
- The par value of the shares which the Illinois Foreign Corporation will be authorized to issue
- When the Illinois Foreign Corporation will start and when it will cease to exist (normally the Foreign Corporation starts on the date the application is filed and will exist perpetually)
- Names and addresses of the initial Directors of the Illinois Foreign Corporation
- Names and addresses of each Officer of the Illinois Foreign Corporation
Remember -
ALL the information that you provide when you Form a Foreign Corporation in Illinois becomes part of the public record.
Our data entry forms include the
absolute minimum amount of information that is required in order to Form a new Foreign Corporation in Illinois.
How long does it take to Form a Foreign Corporation in Illinois?
explain
Processing times for new Illinois Foreign Corporation applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new Illinois Foreign Corporation applications takes the state around 4 weeks.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your new Illinois Foreign Corporation.
PLEASE NOTE: WE CANNOT GUARANTEE ILLINOIS SECRETARY OF STATE PROCESSING TIMES.
The Illinois Secretary of State reserves the right to extend expedite periods in time of extreme volume, staff shortage or
equipment malfunction.
We are dependent on, and have no control over, the staff and systems of the Illinois Secretary of State.
In our experience 4 weeks is the time it
usually takes the Illinois Secretary of State to process
a new Illinois Foreign Corporation application.
We get your Illinois Foreign Corporation application to the IL Secretary of State ASAP.
Once it is at the state we have no control over the new Illinois Foreign Corporation application process.
Also, please note that the Illinois Secretary of State requires a Certified Copy of the Articles of Incorporation from the home, or domestic,
state to be submitted with the application for an Illinois Foreign Corporation Qualification.
Depending on the home state it could take 5 business days or more to obtain the Certified Copy of the Articles of Incorporation from
the Secretary of State in the home state.
How much does it cost to Form a Foreign Corporation in Illinois?
explain
The state of Illinois charges $205.00 to Form a Foreign Corporation in IL. Also add the cost of a Certified Copy of your Articles of Incorporation from your home state.
If you choose us to help you Form your Foreign Corporation in Illinois our processing fees are $145.00.
This includes:
- Same day processing of your new Illinois Foreign Corporation order
- IL Name Check and Reservation
- Prepare Application for Authority to Transact Business in Illinois
- File Formation Documents with the Illinois Secretary of State
- Certified Copies of Formation Documents
- Illinois Foreign Corporation Checklist
- Priority Mail Delivery
- Unlimited Customer Support
ILLINOIS FOREIGN CORPORATION COST ESTIMATOR
Our Illinois
Foreign Corporation Services include:
(These services are included in our processing fees)
Optional Illinois
Foreign Corporation Services
(Choose options, cost is updated automatically)
-
Expedited Service - $350
explain
Normal processing time for a new Illinois Foreign Corporation is 4 weeks.
For an additional $350 we can submit your Foreign Corporation filing to the Illinois Secretary of State for guaranteed expedited 24 hours processing.
This is the time by which the Illinois Secretary of State will either approve or deny the Foreign Corporation application.
Illinois Foreign Corporation applications must be received by the Secretary of State before noon Illinois time for the process to start that day.
Another way to expedite your order is to choose the Express Mail option.
The Express Mail option can cut the document delivery time in half.
- Express Mail - $35
explain
If you really need your original approved Application for Authority to Transact Business in Illinois in your hands quickly, the
Express Mail option can cut the delivery time in half.
The Express Mail option has no effect on the Illinois Secretary of State's processing time. For the quickest turn-around time also choose the Expedited Service option.
-
S Corporation Election - $50
explain
S Corporations are taxed differently than C Corporations.
With an S Corporation, business profits may be "passed through" directly to the shareholders.
This avoids the double tax on both corporate and shareholder profits.
S Corporations do not pay any Illinois Corporate Income Tax.
We can prepare the S Corporation Election form for you and include it with your final Foreign Corporation documents pakage.
-
IL Registered Agent - $135
explain
Every Illinois Foreign Corporation is required to have an address within the state of Illinois where
official and legal correspondence can be delivered.
The individual or company that is registered with the state of Illinois to receive all correspondence
on behalf of the Foreign Corporation is called a Registered Agent.
You may act as your own Registered Agent, however, many Foreign Corporations hire a Registered Agent because they don't have a physical address within
Illinois or to provide a distinct level of privacy.
We can act as your Illinois Foreign Corporation Registered Agent.
This is an annual service.
We will forward all correspondence to you and will remind you when it is time to renew your IL Registered Agent services.
-
IL Good Standing Certificate - $80
explain
An Illinois Good Standing Certficate is proof of the existence of your new Illinois Foreign Corporation.
The Certificate is issued by the Illinois Secretary of State and is proof that your IL Foreign Corporation is not behind on any
of its Illinois Secretary of State Corporate obligations.
An Illinois Good Standing Certificate is often required for loans, to apply for business licenses, or for tax or other business purposes
in the state of Illinois or in any other state.
We can get your Illinois Good Standing Certificate immediately after the Illinois Secretary of State has approved your Foreign Corporation filing.
-
Federal EIN - $65
explain
An FEIN is like a Social Security Number for your Illinois Foreign Corporation.
We can get your FEIN on the same day that your Application for Authority to Transact Business in Illinois are approved by the Illinois Secretary of State.
You can get your FEIN before your articles are approved by the Illinois Secretary of State but it's a good idea to wait until
after approval.
Your filing may be rejected or the Foreign Corporation name that you want may not be approved.
Changing information on an FEIN filing is not a trivial exercise with the IRS.
-
Foreign Corporation Kit and Seal - $99
explain
While you're not required to have a Foreign Corporation Kit and Seal for your new Illinois Foreign Corporation they do come in handy.
The IL Foreign Corporation Kit consists of a beautiful customized binder, stock certificates, a stock ledger
and your custom Foreign Corporation Seal.
The Foreign Corporation Seal is used to emboss important company documents, such as stock certificates.
The binder also includes dividers so you can use it for all of your Illinois Foreign Corporation record keeping.
-
Business License Research - $175
explain
Most new Illinois Foreign Corporations are required to get some kind of state, regional or local permits or business licenses.
The task to figure out exactly what you need can be daunting.
We can determine exactly which forms you need to fill out, fill them out for you and file the forms with the appropriate government agency
where possible.
CERTIFIED COPY
You will need a Certified Copy of your Articles of Incorporation from your home state that is no older than 90 days.
Choose your home state from the list, the price of the certificate below will be updated automatically.