How To Create a Business Entity in the State of Illinois

The lot of an entrepreneur is at once exciting, stressful, challenging, vexing and satisfying. Starting a business and contributing to the commercial tax base–perhaps putting a few more people to work–takes much ingenuity, effort and, yes, time.

Attaining success as a business owner is a worthy goal and a noble accomplishment. That said, there are the nuts and bolts of going into a business that, while lacking excessive glamour, are nevertheless essential for a start-up enterprise. Registering your legal entity with the state of Illinois is the first order of business before selling and marketing goods or services to the general public.

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Select a Business Structure

Different types of entities exist to distinguish among forms of ownership; degrees of legal exposure; tax liabilities; and other factors. The most common forms of entity in Illinois are:

  • Sole proprietorship
  • General partnership
  • Limited partnership
  • Limited Liability Company
  • Limited liability partnership
  • “C” corporation
  • “S” corporation

If a business owner conducts operations under his or her own name, no registration filing is necessary. Using a distinct name mandates registration as a sole proprietor with the local county clerk. General partnerships work likewise.

If retaining employees, a federal tax identification number is compulsory. These structures are the simplest but carry 100 percent legal exposure.

Limited partnerships have one general partner–who runs things–and one or more limited partners. Limited liability companies and partnerships protect individual members from most legal actions and afford them flow-through income to avoid the double taxation of corporations.

Corporations are owned by shareholders and governed by boards of directors. Shareholders escape most legal liability yet–in the case of “S” corporations–can receive flow-through income revenue.

Steps in Business Registration:

1. Come up with a name for the business

Confirm that you are not duplicating another business name by searching the records of the Illinois Secretary of State, the U.S. Patent and Trademark Office, and your county clerk.

2. Register with the state revenue agency for tax purposes

MyTaxIllinois.gov allows you to complete this step entirely online. Doing so is quick, with a two-day processing window. The Department of Revenue then sends out a Certificate of Registration and a taxpayer identification number.

3. Corporations should file their Articles of Incorporation with the Secretary of State.

This, too, can be done online at cyberdriveillinois.com. Note: non-profit corporations are ineligible for online registration. LLC Articles of Organization can also be filed here.

4. Obtain professional licensing, if applicable

Many professions require this–not just doctors, dentists and lawyers.

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5. Get insurance

Obtain general liability insurance, especially if your structure is a sole proprietorship or general partnership. Other insurance coverage may be advisable depending on the business: malpractice, errors & omissions, etc.

Depending on the size, scope and complexity of the proposed business, retaining legal counsel can be a wise option. Seasoned business law attorneys know the ins and outs of state and local government, as well as rudiments of federal tax law.

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