An Illinois medical corporation depends on who sits in every seat. The Every-Chair License Check below tests each chair first and each filing second. Fees and dates are on the rules and numbers page; the overview explains the law.
The Every-Chair License Check
- Count the chairs. List every shareholder, director and officer, and anyone with a proxy or management role. The Act requires each to hold a license under the Medical Practice Act, and IDFPR checks for pending discipline before it registers the corporation.
- Check the stock. Shares go only to individual licensees, with no voting trust or agreement that lets another person vote them.
- File the articles. Send form BCA 2.10(MCA) and $150 to the Secretary of State, by mail or in person, with a name ending the Act allows.
- Register each location. Apply to IDFPR before opening, with $50 for each location and each assumed name at a different address.
- Post and report. Post the certificate at the premises and tell IDFPR when a location changes.
- Consider buy-out terms. The Act does not require them. If the articles and bylaws are silent, its default price for buying a deceased or disqualified shareholder's shares is book value at the end of the prior month.
- Calendar the filings. The Secretary of State annual report is $75 (2026). Under the Act, IDFPR certificates expire every third January 1, next in 2028, with a $40 renewal fee; confirm the date in IDFPR License Lookup.
- Recheck after any change. Adding, removing or disciplining anyone in a chair means repeating step 1.
Common mistakes
- Forming at the Secretary of State and starting patient care without the IDFPR certificate.
- Using one IDFPR registration for several locations.
- Letting an unlicensed relative or investor hold shares, a proxy or a management role.
- Issuing stock to an entity, trust or voting trust.
- Not removing a licensee whose license is suspended or revoked.
- Forgetting the three-year renewal because the Secretary of State annual report is yearly.
When to talk to an attorney
- Whether a physician group may include non-physician investors, management companies or hospital affiliates.
- Buy-sell and disqualification terms, or the death of the last shareholder.
- Choosing among a medical corporation, a professional service corporation or a professional LLC.
- Licensing discipline or an IDFPR notice of violation.
A CPA cannot answer these questions. A CPA can help with the payroll, tax and accounting side of a medical practice, described on our physicians and healthcare professionals page, and works alongside the owner's attorney. Corporate duties are in the Business Corporation Act guide.
Frequently asked questions
Can a non-physician own shares in an Illinois medical corporation?
The Act limits shareholders, directors and officers to people licensed under the Medical Practice Act, and it bars proxies and voting trusts that give an unlicensed person a vote. Whether management companies, investors or hospital affiliates can take part another way is a question for an attorney.
Can the articles be filed online with the Secretary of State?
No. The Secretary of State's online incorporation page excludes medical corporations, which use paper form BCA 2.10(MCA). IDFPR registration is a separate step.
How often does an Illinois medical corporation renew with IDFPR?
The Act says certificates expire January 1, 2019 and January 1 of every third year after that: 2022, 2025 and next 2028, with a $40 renewal fee. IDFPR's checklist for related professional service corporations uses yearly wording, so confirm a specific corporation's date in IDFPR License Lookup.
Does each office need its own registration?
Yes. The Act requires a separate application for each business location in Illinois, and for each assumed name used at a different address. The registration fee is $50.
Official sources
- Illinois General Assembly: Medical Corporation Act, 805 ILCS 15
- IDFPR: Medical Corporation, Registered
- Illinois General Assembly: Medical Practice Act of 1987, Section 2
- Illinois Secretary of State: Online articles of incorporation eligibility
- Illinois Secretary of State: Corporation forms and fees
This page is a plain-language summary. The official source controls if there is any difference.