Illinois Compiled Statutes
805 ILCS 5/5.05 (2026)
Registered office and registered agent
✓ current as of May 2026
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(805 ILCS 5/5.05)
(from Ch. 32, par. 5.05)
Sec. 5.05. Registered office and registered agent. Each domestic corporation and each foreign corporation having authority to
transact business in this State shall have and
continuously maintain in this State:
(a) A registered office which may be, but need not | be, the same as its place of business in this State. |
(b) A registered agent, which agent may be either an | individual, resident in this State, whose business office is identical with such registered office, or a domestic or foreign corporation, limited liability company, limited partnership, or limited liability partnership authorized to transact business in this State that is authorized by its statement of purpose to act as such agent, having a business office identical with such registered office. |
(c) The address, including street and number, or | rural route number, of the initial registered office, and the name of the initial registered agent of each corporation organized under this Act shall be stated in its articles of incorporation; and of each foreign corporation shall be stated in its application for authority to transact business in this State. |
In the event of dissolution of a corporation, either
voluntary, administrative, or judicial, the registered agent and the registered
office of the corporation on record with the Secretary of State on the date
of the issuance of the certificate or judgment of dissolution shall be an
agent of the corporation upon whom claims can be served or service of process
can be had during the 5-year, post-dissolution period provided in Section
12.80 of this Act, unless such agent resigns or the corporation properly
reports a change of registered office or registered agent.
In the event of revocation of the authority of
a foreign corporation to transact business in this State,
the registered agent and the registered office of the corporation on record
with the Secretary of State on the date of the issuance of the certificate
of revocation shall be an agent of the corporation upon whom claims can
be served or service of process can be had, unless such agent resigns.
(Source: P.A. 96-988, eff. 7-2-10; 97-333, eff. 8-12-11.)
Notes of Decisions
Cited in 9
cases, 1996–2018 · leading case: Aspen Am. Ins. Co. v. Interstate Warehouseing, Inc., 2017 IL 121281 (Ill. 2017).
Aspen Am. Ins. Co. v. Interstate Warehouseing, Inc., 2017 IL 121281 (Ill. 2017). “05 ( 805 ILCS 5/5.05 (West 2012) ), that each foreign (and domestic) corporation having authority to transact business in Illinois maintain a registered office and registered agent in this state.”
John Isfan Constr., Inc. v. Longwood Towers, LLC, 2016 IL App (1st) 143211 (Ill. App. Ct. 2016). “805 ILCS 5/5.05 ( West 2012 ). There is no parallel provision in the Act, although the legislature could certainly have added such a provision if it chose.”
Meyer v. First Am. Title Ins. Agency of Mohave, Inc., 674 N.E.2d 496 (Ill. App. Ct. 1996). “Further, the petitions set forth that First American did not attempt to serve the Illinois Secretary of State on behalf of Fairfax as a dissolved corporation (see 805 ILCS 5/5.05, 5.25 (West 1994)), nor did First American name Fairfax’s alleged successors in interest, Dianne…”
Melliere v. Luhr Bros., Inc., 706 N.E.2d 40 (Ill. App. Ct. 1999). “805 ILCS 5/5.05, 5.25 (West 1996). The legislature has clearly concluded that because the corporation itself selects the location of its registered office, it is reasonable to require the corporation to defend a lawsuit in the county where the registered office and the agent are…”
In Re Cnty. Treasurer, 837 N.E.2d 947 (Ill. App. Ct. 2005). “805 ILCS 5/5.05 (West 2002). The record fails to demonstrate any efforts by H & H Investments *952 to locate the corporation's registered agent within this state.”
Aspen Am. Ins. Co. v. Interstate Warehouseing, Inc., 2017 IL 121281 (Ill. 2018). “05 (805 ILCS 5/5.05 (West 2012)), that each foreign (and domestic) corporation having authority to transact business in Illinois maintain a registered office and registered agent in this state.”
Aspen Am. Ins. Co. v. Interstate Warehousing, Inc., 2016 IL App (1st) 151876 (Ill. App. Ct. 2016). “” 805 ILCS 5/5.05(b) (West 2012). 5 The Illinois Secretary of State maintains a website (https://www.”
H & H Investments v. Green Tree Servicing, LLC, 837 N.E.2d 947 (Ill. App. Ct. 2005). “805 ILCS 5/5.05 (West 2002). The record fails to demonstrate any efforts by H&H Investments to locate the corporation’s registered agent within this state.”
In re Application of Cnty. Treasurer (Ill. App. Ct. 2005). “805 ILCS 5/5.05 (West 2002). The record fails to demonstrate any efforts by H & H Investments to locate the corporation’s registered agent within this state.”
— 805 ILCS 5/5.05(b) — 1 case
Aspen Am. Ins. Co. v. Interstate Warehousing, Inc., 2016 IL App (1st) 151876 (Ill. App. Ct. 2016). “” 805 ILCS 5/5.05(b) (West 2012). 5 The Illinois Secretary of State maintains a website (https://www.”
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