ILCS » Chapter 805 · Act 5

805 ILCS 5/13.05

Admission of foreign corporation

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(805 ILCS 5/13.05) (from Ch. 32, par. 13.05)
    Sec. 13.05. Admission of foreign corporation. Except as provided in Article V of the Illinois Insurance Code, a foreign corporation organized for profit, before it transacts business in this State, shall procure authority so to do from the Secretary of State. A foreign corporation organized for profit, upon complying with the provisions of this Act, may secure from the Secretary of State the authority to transact business in this State, but no foreign corporation shall be entitled to procure authority under this Act to act as trustee, executor, administrator, administrator to collect, or guardian, or in any other like fiduciary capacity in this State or to transact in this State the business of banking, insurance, suretyship, or a business of the character of a building and loan corporation. A foreign professional service corporation may secure authority to transact business in this State from the Secretary of State upon complying with this Act and demonstrating compliance with the Act regulating the professional service to be rendered by the professional service corporation. However, no foreign professional service corporation shall be granted authority unless it complies with the requirements of the Professional Service Corporation Act concerning ownership and control by specified licensed professionals. These professionals must be licensed in the state of domicile or this State. A foreign corporation shall not be denied authority by reason of the fact that the laws of the state under which such corporation is organized governing its organization and internal affairs differ from the laws of this State, and nothing in this Act contained shall be construed to authorize this State to regulate the organization or the internal affairs of such corporation.
(Source: P.A. 91-593, eff. 8-14-99; 92-33, eff. 7-1-01.)

    
Notes of Decisions
Cited in 11 cases (1 in the last 5 years), 1994–2023 · leading case: Wachovia Securities, LLC v. Banco Panamericano, Inc.
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Wachovia Securities, LLC v. Banco Panamericano, Inc. (2012) ca7 “1995) (internal affairs doctrine is “a choice-of-law principle calling for resort to the law of the firm’s place of incorporation”); 805 ILCS 5/13.05 (prohibiting Illinois from regulating foreign corporations’ internal affairs); Restatement (Second) of Conflict of Laws § 307 cmt.”
Resolution Trust Corporation v. Henry Chapman (1994) ca7 · cites it 2× “805 ILCS 5/13.05 ("nothing in this Act contained shall be construed to authorize this State to regulate the organization or the internal affairs of such corporation [chartered in another jurisdiction].”
Aspen American Insurance Company v. Interstate Warehouseing, Inc. (2017) ill “" 805 ILCS 5/13.05 (West 2012). Section 13.”
Career Concepts, Inc. v. Synergy, Inc. (2007) illappct “See 805 ILCS 5/13.05 (West 2004). Further, the Act posits that, unless it obtained the requisite authority, a foreign corporation may not maintain a civil action in any Illinois court.”
Young America's Foundation v. Doris A. Pistole Revocable Living Trust (2013) illappct “, 805 ILCS 5/13.05 (West 2010) (“a foreign corporation organized for profit, before it transacts business in this State, shall procure authority so to do from the Secretary of State”).”
Aspen American Insurance Company v. Interstate Warehouseing, Inc. (2018) ill “” 805 ILCS 5/13.05 (West 2012). Section 13.”
Isaca, Inc. v. DQS Certification India Pvt Ltd. (2023) ilnd “See 805 ILCS 5/13.05, 13.70, 13.75. Although Khare did not fully develop or explain this point, it does not matter because one of the provisions he cites expressly permits out-of-state businesses to participate in legal proceedings.”
Global Mail, Inc. v. White (2019) illappct “805 ILCS 5/13.05, 5/13.15 (West 2016). Defendants submitted the requested petition.”
Wachovia Securities, LLC v. Leon Greenblatt, III (2012) ca7 “1995) (internal affairs doctrine is “a choice-of-law principle calling for resort to the law of the firm’s place of incorporation”); 805 ILCS 5/13.05 (prohibiting Illinois from regulating foreign corporations’ internal affairs); Restatement (Second) of Conflict of Laws § 307 cmt.”
Career Concepts v. Synergy (2007) illappct “See 805 ILCS 5/13.05 (West 2004). Further, the Act posits that, unless it obtained the requisite authority, a foreign corporation may not maintain a civil action in any Illinois court.”
Bushue Corp. v. First National Bank (1994) illappct “05 (now 805 ILCS 5/13.05 (West 1992))); in count II, the corporation sought rescission and restitution on the theory of lack of consideration; in count III, the corporation alleged that the bank induced it by fraud to execute certain loan documents in 1986; and in count IV, the…”
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