Illinois. Office of Secretary of State. Corporations Dept.

Until the adoption of the 1848 Constitution, all Illinois corporations were chartered by General Assembly special acts. Although the Secretary of State was authorized to charter and regulate specific corporation types, many firms continued to obtain General Assembly charters. After the 1870 Constitution prohibited corporation formation by special acts, an 1871 statute gave the Secretary of State exclusive corporation chartering and regulating responsibility. But the first corporation clerks were not hired until 1895, when the Corporations Division was created.

The Corporation Division administers Illinois general corporation acts including: Business Corporation Act of 1933; General Not-for-Profit Corporation Act of 1943; Cooperative Act of 1915; Agricultural Cooperative Act of 1923, and Railroad Act of 1872. To execute these acts' provisions, the Corporation Division issues charters for domestic (in-state) corporations; issues permits for foreign (out-of-state) corporations to do business in Illinois; maintains records (e.g., officers; authorized capital stock amount; bylaw changes; dissolutions) of all corporations operating in Illinois; files certified annual reports; assesses and collects franchise taxes and other fees.