The Corporation is a legal entity with rights and duties. It is also the most common legal "person" that is not a natural person.

Why do individuals and businesses incorporate? The main reasons are:

1. Limited Liability: For example: if you own shares of a corporation that owns an apartment building and someone slips and falls, the liability rests with the corporation and its assets. (Discounting fraud or other extenuating circumstances). Your home and your personal assets are not effected except to the extent of your share ownership. Shareholders are generally protected from claims of corporate creditors and the corporation is protected from the claims of your creditors.

2. Infinate existance: If a partner in a partnership or a sole proprietor passes away, the business ceases to exist. If a shareholder passes away, the corporation continues to exist. (A Shareholder's pre-planning affects this, in that, if there is no succession plan, the stock could be under the control of the probate court and the fight between parents, the husband/wife, heirs and business partners) See Succession Planning.

3. Transferability. In order to transfer an ownership interest in a corporation, all that needs to be done is that the owner sign the back of the certificate and endorse it over to the recipient (Sometimes an Assignment Agreement is needed).

These aspects of corporate existence are important in building a business separate from your past personal projects and in bulding a business that includes your plans to grow the corporation and distribute shares widely. (ie: The business plan makes so much sense that the company will go to public offering in the next two (2) years).

But corporations are also important for small business owners that want to protect their life's earnings and investments.

Please feel free to contact Mr. Cooke about incorporating your business at (312) 497-9002 or by email at "gc@Cookeslaw.com".

Mr. Cooke has structured the following fee schedule for Illinois:

FORMATION OF A NEW CORPORATION: BREAKDOWN OF SERVICES

a. Initial Conference to obtain facts and explain law and procedures (N/C)
b. Drafting of Articles, Standard $62.50
c. Draft By-Laws $125.00
d. Obtain & Prepare seal, stock certificates, ledger & minute book; Attend to original issuance of stock $125.00
e. Prep. of minutes & Shareholder Consents $62.50
f. Prep. of minutes & Director Consents $62.50
g. Filing of papers in Sec. of State's Office $31.25
h. Filing of papers in Recorder of Deeds $31.25

Additional Non-Standard planning and document preparation as necessary to achieve the Client's desired results $300.00 per hour

ADDITIONAL SERVICES AS REQUESTED AND AGREED UPON:

a. Review Corporate name availability (Secretary of State) $31.25
b. Reserve right to use name $62.50
c. Application to Adopt Corp. Name $62.50
d. Supervision of first meeting of Incorporators and Directors $100.00
e. S Corporation Qualification $100.00
f. Federal I.D. No. Application $100.00
g. Assignment of IncorporatorÕs Subscription $62.50
h. Illinois Business Registration $100.00
i. City of Chicago Limited Business License $250.00
j. Illinois Department of Employment Security Report to Determine Liability $100.00

PLUS VARIOUS CHARGES

a. State Incorporation Charges (minimum)
Expedition Fee
b.Cook County Filing Charges
c. Corporate Minute Book $(Determined by Cost of 3rd Party Supplier)