Learn How to Form an Illinois Nonprofit Corporation

Starting an Illinois nonprofit corporation is an ideal way to help others in your community. Follow these steps on how to form a nonprofit corporation in Illinois.

Forming an Illinois nonprofit corporation involves quite a few steps. This step-by-step guide will guide you through the process.

Step 1: Select initial directors

Illinois nonprofit corporations are required to have at least three directors. Your directors don’t have to live in Illinois or be members of your nonprofit, but they must be 18 or older. The IRS requires directors to be unrelated to each other.

You also need one incorporator, which can be either a person or a corporation. The incorporator signs your Illinois nonprofit corporation’s Articles of Incorporation.

Step 2: Choose a name

Choosing the right name for your Illinois nonprofit corporation is vital. Make sure your nonprofit’s name meets the following requirements:

• Uniqueness. Your corporate name must be unique within the state of Illinois.
• No offensive words.
• Corporate designator. Your corporation’s name must include a corporate designator. Acceptable words include “Company,” “Corporation,” “Incorporated,” and “Limited,” or their abbreviations.
• No political parties. Your Illinois nonprofit corporation’s name cannot include any words referring to established political parties (e.g., “Republican” or “Democrat”).

To make sure the name of your Illinois nonprofit corporation is unique, search the state database of existing corporations. If your name’s available you can reserve on the state site for 90 days for a fee of $25.

In addition, if you plan to establish an online presence, you need a domain name. ZenBusiness offers a domain registration service to secure a domain name for you.

Step 3: Choose an Illinois registered agent

Your registered agent is a person or business authorized to receive important legal notices on your Illinois nonprofit corporation’s behalf.

Your nonprofit’s registered agent must have a physical street address in Illinois (not a P.O. box). They must also be available during standard business hours.

Many small businesses choose an officer or director to serve as their registered agent. However, in many cases, you’re better off using a registered agent service for the following reasons:

• An outside registered agent facilitates your flexible work schedule. Illinois requires registered agents to be physically at their business address during business hours. With an outside registered agent, you can work remotely and on your own schedule.
• Having an outside registered agent means you aren’t served subpoenas or summons in public. If you act as your own registered agent, all that legal paperwork is delivered in person, in front of your clients and investors.

At ZenBusiness, we offer a registered agent service. This takes the burden of handling state-required paperwork off your plate, so you can focus on growing your business.

Step 4: File Articles of Incorporation with Illinois

Filing your Articles of Incorporation with the Secretary of State’s website allows Illinois to recognize your nonprofit as a legitimate corporation. Your submission requires the following:

• Your Illinois nonprofit corporation’s name
• The nonprofit’s purpose
• The registered agent’s information
• The number of directors. (Their contact information is optional; you may want to skip it for privacy reasons.)
• The number of shares of stock you’re authorizing
• The incorporator’s signature

In addition, your Articles of Incorporation should include language that the IRS requires of 501(c)(3) nonprofit corporations. This includes a statement of purpose, a statement that your nonprofit will not be used for other purposes, and a dissolution clause.

Articles of Incorporation can be filed online on the state site for a fee of $50. Payment methods are Mastercard, Visa, Discover, or American Express.

Step 5: Create corporate bylaws

Illinois requires your nonprofit to establish corporate bylaws in writing at your first organizational meeting. However, you don’t have to file the bylaws with the state.

Your bylaws establish how you plan to manage the corporation’s finances. Your bylaws should also include statements about:

• Who will speak for your nonprofit
• Who has the right to vote on board resolutions
• How you’ll elect officers and directors

Step 6: Hold an organizational meeting for the board of directors

The first meeting of your Illinois nonprofit corporation’s board of directors is known as the organizational meeting. At this meeting, your board should do the following:

• Elect officers and directors
• Approve the bylaws
• Choose your fiscal year and accounting periods
• Approve the opening of your nonprofit’s bank account

Step 7: Set up a corporate records binder or other means of keeping records

You need to set up a binder to hold all the corporate records for your Illinois nonprofit corporation. These include your Articles of Incorporation, bylaws, and minutes. Often, this is done at the board of directors’ initial organizational meeting. You can also use a digital service, such as the cloud, to store these documents.

Step 8: Get your tax ID numbers

The IRS requires your Illinois nonprofit corporation to have an employer identification number, or EIN. You need this nine-digit number even if you don’t plan to hire employees. You’ll use it to open your bank account and apply for your official 501(c)(3) status. You also need it to apply for your state tax ID number.

You can get your EIN yourself through the IRS website, but if you’d rather not deal with that and/or you want the peace of mind from knowing it’s being handled correctly, you can use ZenBusinees’s EIN service.

Step 9: Apply for all necessary licenses and permits

The state of Illinois doesn’t require a general business license for your nonprofit, but your city or county may. In addition, you may need federal or statewide permits or licenses, depending on the type of activities you intend to pursue. If you plan to conduct charitable games of chance, for instance, you may have to apply with the state.

ZenBusiness can handle the lengthy process of assessing which licenses and permits you may need on the federal, state, county, and municipal level. Check out our business license report service for more details.

Step 10: Apply for tax-exempt status

Filing for 501(c)(3) tax-exempt status is complicated. You need to fill out either the 1023 or 1023_EZ form to apply for recognition of exemption If you meet the IRS requirements for the 1023-EZ, read the instructions carefully, then file the form. The IRS will look over your application to see if you qualify as a tax-exempt organization, which can take up to six months.

Once you’re recognized by the IRS, your nonprofit receives automatic exemption from Illinois state income tax. However, you still need to file the application for state tax exemption (Form STAX-1).

Step 11: Register as a charity with the state

If you plan to do any fundraising or accept donations, your Illinois nonprofit corporation must register as a charitable organization.

Illinois Secretary of State Contact Information

Step 12: Acquire insurance for your nonprofit

The insurance needs of your Illinois nonprofit corporation vary significantly depending on the type of business you’re conducting. If your company has employees, you certainly need unemployment insurance as well as workers’ compensation. Contact a qualified insurance agent to determine what other insurance your nonprofit requires.

Step 13: Open a bank account

Your bank will require a copy of your bylaws and Articles of Incorporation, as well as your EIN number. Some banks ask for other documents, as well.

Ready to Kick Start Your Business?

At ZenBusiness, we are proud to support small businesses through a variety of different tools and services. Whether you need a registered agent service or are looking to register a domain, our goal is to help you stay on the road to success. Check out our business formation services, and contact us today to see how we can help you grow your company.