Medical-CorporationAn Illinois medical corporation is a corporation organized under the Medical Corporation Act and is reserved for those licensed pursuant to the Illinois Medical Practice Act (MPA). Under this type of corporation, shareholders, directors and officers must be licensed, pursuant to the MPA, in order to have part in the ownership, management, or control of the corporation. Moreover, individuals not licensed under the MPA will have no right to vote on the shares of the corporation.

One or more individuals licensed under the MPA, or an Illinois attorney, may establish a medical corporation by filing Articles of Incorporation with the Department of Business Services and by following specific procedures. The corporate name must follow the requirements of the Business Corporation Act of 1983 with the exception that the name must end with one of the following words or abbreviations: “Chartered,” “Limited.” “Ltd,” “Service Corporation.” Or “S.C.”

An Illinois medical corporation Articles of Incorporation must include a purpose clause as follows:

“MEDICAL CORPORATION: To own, operate and maintain an establishment for the study, diagnosis and treatment of human ailments and injuries, whether physical or mental, and to promote medical, surgical and scientific research and knowledge; provided that medical or surgical treatment, advice or consultation will be given by employees of the corporation only if they are licensed pursuant to the Medical Practice Act.”

Under a medical corporation shareholders, directors and officers must be licensed, pursuant to the Medical Professional Act, in order to take part in the ownership, management, or control of the corporation.
Note that if the Illinois medical corporation bylaws do not provide a shares provision, the Articles of Incorporation should state the price, or method for determining a fixed price, at which the corporation or its shareholders may buy the shares of a deceased or disqualified shareholder. If no such provision exists in the Articles, the provision found in the Medical Corporation Act will determine this price.

Once a medical corporation is incorporated with the Illinois Secretary of State, it must also register with the Illinois Medical Department of Professional Regulation. To do so, the corporation must submit a:

  • Completed application for a medical or professional service corporation license;
  • Copy of the Articles of Incorporation
  • List of all of the incorporators, shareholders, directors or officers;
  • If the corporate name is a fictitious name (that is, if the true corporate name does not include the surname of any present or former shareholder) it must attach evidence of filing with the Recorder of Deeds