Homepage Blank Bca 12 45 Illinois Form
Outline

The BCA 12.45 Illinois form plays a crucial role for businesses navigating the complexities of corporate status in the state. This form is primarily used for corporations that wish to dissolve or reinstate their business entities. It serves as an official notification to the Illinois Secretary of State about a corporation's intention, whether to officially dissolve or to reinstate a previously dissolved corporation. Key elements of the form include the corporation's name, the date of dissolution or reinstatement, and the registered agent's information. Additionally, it requires the signature of an authorized representative, ensuring that the request is legitimate and properly documented. Filing this form is essential to maintain compliance with state regulations and to avoid potential penalties. Understanding the nuances of the BCA 12.45 can help corporations effectively manage their legal standing and avoid unnecessary complications.

Sample - Bca 12 45 Illinois Form

FORM BCA 12.45/13.6 (rev. Dec. 2003)
APPLICATION FOR REINSTATEMENT
DOMESTIC/FOREIGN CORPORATIONS
Business Corporation Act
Jesse White, Secretary of State
Department of Business Services
Springfield, IL 62756
217-782-1837 (foreign)
217-785-5782 or 217-782-5797 (domestic)
www.cyberdriveillinois.com
Remit payment in the form of a cashierʼs
check, certified check, money order,
Illinois attorneyʼs check payable to
Secretary of State.
See notes on back.
____________________________________ File #_____________________________ Filing Fee: $200 Approved: ___________
———— Submit in duplicate ———— Type or Print clearly in black ink ———— Do not write above this line ————
1. a. Corporate Name as of date of issuance of Certificate of Dissolution or Revocation:
____________________________________________________________________________________________
b. Corporate Name if changed: (See Note 2.)
____________________________________________________________________________________________
c. If a foreign corporation having authority under an assumed corporate name restriction, the Assumed Corporate Name
(See Note 3.) __________________________________________________________________________________
______________________________________________________________________________________________
2. State of Incorporation: ___________________________________________________________________
3. Date Certificate of Dissolution or Revocation issued: _____________________________________________________
4. Name and Address of Illinois Registered Agent and the Illinois Registered Office upon reinstatement:
NOTICE: Completion of Item 4 does not constitute a registered agent or office change. (See Note 4.)
Registered Agent ________________________________________________________________________________
First Name Middle Name Last Name
Registered Office ________________________________________________________________________________
Number Street Suite # (P.O. Box alone is unacceptable)
________________________________________________________________________________
City ZIP Code County
5. This application is accompanied by all delinquent report forms together with the filing fees, franchise taxes, license
fee and penalties required. (See Note 1.)
6. The undersigned corporation has caused this application to be signed by a duly authorized officer who affirms, under
penalties of perjury, that the facts stated herein are true and correct. (All signatures must be in BLACK INK.)
Dated _______________________________ , _____ ________________________________________________
Month & Day Year Exact Name of Corporation
______________________________________
Any Authorized Officerʼs Signature
______________________________________
Name and Title (type or print)
Printed on recycled paper. Printed by authority of the State of Illinois. April 2010 — 5M — C 89.23
IL
NOTES
1. All fees in connection with the reinstatement must be in the form of a certified check, cashierʼs check, Illinois attorneyʼs
check, CPAʼs check or money order payable to Secretary of State. This includes all filing fees, franchise taxes, penal-
ties and interest.
2. If the corporate name the corporation had at the time of dissolution or revocation is not available for use at the time of
reinstatement, the corporation shall set forth the new name by which it will hereafter be known. A change of corporate
name also must be properly effected in accordance with the provisions of the Business Corporation Act of 1983. For
domestic corporations, Articles of Amendment must be filed, pursuant to Section 10.30. For foreign corporations, if the
name has been changed, an Application for Amended Authority (Form BCA 13.40), together with a certified copy of the
amendment, must be filed pursuant to Section 13.40.
3. This item must be completed if either the foreign corporationʼs true name was not available at the time of qualification
or the foreign corporationʼs true name is now not available at the time of reinstatement, If the foreign corporationʼs true
name is no longer available at the time of reinstatement, Forms BCA 13.40 and BCA 4.15 must accompany the other
documents pertaining to the reinstatement. If the renewal date for the assumed name is prior to the date of signing in
Item 6, an assumed name renewal statement must accompany the reinstatement application.
4. If either or both the registered agent or the registered office of the corporation has changed since the time of dissolu-
tion or revocation, the corporation shall properly report such a change on Form BCA-5.10.
Printed on recycled paper. Printed by authority of the State of Illinois. April 2010 — 5M — C 89.23

Form Information

Fact Name Description
Form Purpose The BCA 12.45 form is used to file for the dissolution or reinstatement of a corporation in Illinois.
Governing Law This form is governed by the Illinois Business Corporation Act (805 ILCS 5).
Filing Fees Filing fees are required when submitting the BCA 12.45 form. Fees may vary based on the type of filing.
Signature Requirement The form must be signed by an authorized officer of the corporation to validate the submission.
Submission Location Completed forms should be submitted to the Illinois Secretary of State's office for processing.

Detailed Guide for Filling Out Bca 12 45 Illinois

Filling out the BCA 12.45 form in Illinois is an essential step for businesses undergoing specific changes. After completing the form, it should be submitted to the appropriate state department along with any required fees. This process ensures that the changes are officially recognized and recorded.

  1. Obtain the BCA 12.45 form from the Illinois Secretary of State's website or your local business office.
  2. Enter the name of the corporation as it appears on the Certificate of Dissolution or Reinstatement in the designated field.
  3. If applicable, provide the new name of the corporation if it has changed from the original name.
  4. Fill in the date the Certificate of Dissolution or Reinstatement was issued.
  5. Include the name and address of the registered agent in Illinois.
  6. Provide the registered agent's Illinois registration number, if applicable.
  7. Complete the section regarding the corporation's principal office address, including city, state, and ZIP code.
  8. Indicate whether the application is for a foreign corporation or a domestic corporation.
  9. Sign the form, ensuring that the signature is from an authorized officer of the corporation.
  10. Include the date of signing and the printed name and title of the person who signed the form.
  11. Review the completed form for accuracy and completeness before submission.
  12. Submit the form along with any required filing fees to the appropriate office.

Obtain Answers on Bca 12 45 Illinois

  1. What is the BCA 12.45 Illinois form?

    The BCA 12.45 form is used in Illinois for the dissolution or reinstatement of a corporation. It is essential for businesses that wish to formally end their operations or restore their status after being dissolved.

  2. Who needs to file this form?

    This form is necessary for any corporation that has been dissolved and wishes to reinstate its status, or for those that have completed their operations and wish to formally dissolve their business entity.

  3. What information is required on the form?

    The form requires details such as:

    • Corporate name
    • Date of dissolution or reinstatement
    • Address of the registered agent
    • Signature of an authorized officer

  4. Are there any fees associated with filing the BCA 12.45 form?

    Yes, there are filing fees that must be paid when submitting the form. These fees vary depending on the nature of the filing and any applicable penalties for late submissions.

  5. How long does it take to process the form?

    The processing time for the BCA 12.45 form can vary. Typically, it may take several weeks for the Illinois Secretary of State’s office to process the filing, depending on their current workload.

  6. What happens if I do not file this form?

    If a corporation fails to file the BCA 12.45 form for dissolution or reinstatement, it may face ongoing penalties and fees. Additionally, the business will remain in a dissolved status, which can affect its ability to conduct future business legally.

  7. Can I file this form online?

    Yes, the BCA 12.45 form can typically be filed online through the Illinois Secretary of State’s website. This option can expedite the process and is often more convenient for many businesses.

Common mistakes

When individuals or businesses set out to complete the BCA 12.45 form in Illinois, several common pitfalls can lead to complications. One significant mistake is failing to provide the correct corporate name as it appears on the certificate of dissolution or reinstatement. This is critical because any discrepancy can result in delays or even rejection of the application. It is essential to double-check the name against official documents to ensure accuracy.

Another frequent error involves neglecting to include the date of the certificate of dissolution or reinstatement. This date is a vital piece of information that helps establish the timeline of the corporation's status. Omitting this detail can create confusion and may require additional steps to rectify, ultimately prolonging the process.

Individuals often overlook the importance of the registered agent's name and address. This information must be current and accurately filled out. If the registered agent is not properly listed, it can lead to legal complications, as the registered agent is the designated point of contact for any official correspondence. Ensuring that this information is correct is not just a formality; it is a legal requirement.

Additionally, applicants sometimes forget to sign the form. A missing signature can render the entire application void. This oversight may seem minor, but it can cause significant delays in processing. It is advisable to review the form thoroughly before submission to confirm that all required signatures are present.

Lastly, failing to pay the appropriate filing fees is a critical mistake that many make. The BCA 12.45 form requires specific fees that vary depending on the nature of the filing. Not including the correct payment can result in the application being returned or rejected, further complicating the reinstatement or dissolution process. Always verify the fee structure and ensure that payment is included with the submission.

Documents used along the form

The BCA 12.45 Illinois form is an important document used in the process of business dissolution or reinstatement in the state of Illinois. Alongside this form, several other documents may be necessary to complete your filing. Below is a list of these forms and a brief description of each.

  • Certificate of Incorporation: This document establishes the existence of a corporation in Illinois. It includes essential information such as the corporation's name, address, and the names of its directors.
  • Application for Authority: This form is required for foreign corporations wishing to conduct business in Illinois. It provides details about the corporation and its registered agent in the state.
  • Bylaws: Bylaws outline the internal rules and procedures for the corporation. They govern how the corporation operates, including the roles of officers and how meetings are conducted.
  • Annual Report: Corporations in Illinois must file an annual report to maintain good standing. This document updates the state on the corporation's current status and any changes in its structure or operations.
  • Certificate of Good Standing: This certificate confirms that a corporation is authorized to do business in Illinois and has complied with state regulations. It may be required for various business transactions.
  • Statement of Change of Registered Agent: If a corporation changes its registered agent, this form must be filed to update the state records. It ensures that legal documents are sent to the correct representative.

Each of these documents plays a crucial role in the lifecycle of a corporation in Illinois. It is important to ensure that all necessary forms are completed accurately to avoid delays in processing your request. Taking the time to understand these requirements can help facilitate a smoother experience during the dissolution or reinstatement process.

Similar forms

The BCA 12.45 Illinois form is essential for business entities in Illinois, particularly when dealing with the dissolution or reinstatement of corporations. Several other documents serve similar purposes in the realm of business operations and compliance. Here are eight documents that share similarities with the BCA 12.45 form:

  • Articles of Incorporation: This foundational document establishes a corporation's existence and outlines its basic structure, similar to how the BCA 12.45 addresses the status of a corporation.
  • Certificate of Good Standing: This document confirms that a corporation is legally registered and compliant with state regulations, akin to the BCA 12.45, which verifies the status of a corporation.
  • Certificate of Dissolution: Issued when a corporation officially ceases operations, this document parallels the BCA 12.45 in its focus on the dissolution process.
  • Annual Report: Corporations must file this document to maintain good standing, similar to the BCA 12.45, which is also concerned with compliance and status updates.
  • Foreign Corporation Registration: This document allows a corporation to operate in a state other than where it was incorporated, mirroring the BCA 12.45's focus on foreign entities and their compliance.
  • Statement of Change of Registered Agent: This document is used to update the registered agent for a corporation, similar to how the BCA 12.45 addresses changes in corporate status.
  • Bylaws: These internal rules govern a corporation's operations and can be amended as needed, much like the BCA 12.45 allows for updates regarding corporate status.
  • Application for Reinstatement: This document is filed when a corporation seeks to regain its active status after dissolution, directly relating to the purpose of the BCA 12.45.

Understanding these documents can help business owners navigate the complexities of corporate compliance and ensure that their entities remain in good standing with state regulations.

Dos and Don'ts

When filling out the BCA 12.45 Illinois form, it is important to follow certain guidelines to ensure accuracy and compliance. Here are five things to do and five things to avoid:

  • Do: Read the instructions carefully before starting the form.
  • Do: Provide the correct name of the corporation as it appears on the Certificate of Dissolution or Reinstatement.
  • Do: Double-check all information for accuracy before submitting.
  • Do: Sign the form in the designated area to validate your submission.
  • Do: Keep a copy of the completed form for your records.
  • Don't: Leave any required fields blank; ensure all sections are filled out completely.
  • Don't: Use abbreviations or nicknames for the corporation name.
  • Don't: Submit the form without the necessary filing fees.
  • Don't: Ignore deadlines; submit the form on time to avoid penalties.
  • Don't: Forget to check for any updates or changes to the form before filing.

Misconceptions

Misconceptions about the BCA 12.45 Illinois form can lead to confusion for those who need to use it. Here are six common misconceptions, along with clarifications:

  • The form is only for corporations. Many believe this form is exclusively for corporations. In reality, it can also apply to limited liability companies (LLCs) and other business entities that need to dissolve or reinstate their registration.
  • You can submit the form without any fees. Some individuals think that filing the BCA 12.45 is free. However, there are filing fees associated with the form, and failure to pay these can lead to penalties.
  • Filing the form guarantees immediate dissolution or reinstatement. It is a common belief that submitting the form will instantly dissolve or reinstate a business. The processing time can vary, and it may take several weeks for the state to process the request.
  • Only businesses that are inactive can use this form. Some assume that only inactive businesses can file for dissolution. This is not true; active businesses can also choose to dissolve if they decide to cease operations.
  • You cannot change your business name after filing. Many think that once the form is submitted, the business name cannot be changed. In fact, businesses can apply for a name change at any time, but it requires a separate application process.
  • All forms must be submitted in person. Some individuals believe they must submit the BCA 12.45 form in person at a state office. While in-person submission is an option, the form can also be filed online or by mail, providing more flexibility.

Understanding these misconceptions can help ensure that you complete the BCA 12.45 form correctly and avoid unnecessary complications.

Key takeaways

Here are key takeaways regarding the BCA 12.45 Illinois form:

  • The form is used for filing a certificate of dissolution or reinstatement for a corporation in Illinois.
  • It requires the corporation's name as it appears on the certificate of dissolution or reinstatement.
  • For foreign corporations, the name must match the registered name in the state of incorporation.
  • All required fields must be completed accurately to avoid delays in processing.
  • Filing fees apply, and penalties may be incurred for late submissions.
  • The application must be signed by an authorized officer of the corporation.
  • Ensure that the corporation's name is available for use if it has been changed.
  • Submit the form to the appropriate state agency for processing.
  • Keep a copy of the filed form for your records.
  • Check for any additional requirements specific to your corporation type before submission.