Dissolve Illinois LLC: Everything You Need to Know
To dissolve Illinois LLC requires a submission of the LLC's articles of dissolution to the office of the Illinois Secretary of State for processing.4 min read
To dissolve Illinois LLC requires a submission of the LLC's articles of dissolution to the office of the Illinois Secretary of State for processing. An Illinois limited liability company springs into existence the moment the Secretary of State of Illinois approves its articles of organization, which is why it takes correspondingly opposite articles of dissolution to dissolve it.
Registered Illinois LLC
Right after the Illinois Secretary of State approves the articles of organization, the new LLC becomes part of a list of officially registered Illinois LLCs by the secretary of state. The moment an LLC is registered in Illinois by the secretary of state, it instantly has tax and reporting responsibilities, which could attract penalties if the LLC doesn't live up to its responsibilities in a timely manner. Unless the LLC is properly dissolved by the Illinois Secretary of State, it's liable to all penalties and recurrent fees.
Dissolving an Illinois LLC
The set of steps taken to dissolve an Illinois LLC is known as the dissolution of an Illinois LLC. Every obligation of the Illinois LLC, such as all reports, all debts, and liabilities must be adequately filled, paid, and taken care of, respectively, before the Secretary of State of Illinois will approve its dissolution. Dissolving an Illinois LLC is only a part of a bigger procedure commonly referred to as the “winding up” process.
Things to Do to Dissolve an Illinois LLC
The things to do before and after the dissolution of the Illinois LLC depend on whether or not the LLC has engaged in any business, how many assets it has, how much debt it owes, how much liability it has, and so on.
Some of the things to do before requesting dissolution are as follows:
- Convene a meeting of LLC members and create a record of their resolution to dissolve the LLC.
- All annual reports should be filed with the Illinois Secretary of State.
- Close the LLC's tax account by filing a last tax return to the agency concerned.
- Settle all debts (if any).
- Notify all the LLC's creditors of its impending dissolution.
- Clear all administrative fees and taxes.
- Distribute every asset remaining (if there are any assets remaining, the LLC may distribute them in accordance with members' interests of ownership).
- The Internal Revenue Service account in connection with the Illinois LLC must be canceled along with the LLC's Employer Identification Number (EIN)
An entity who legally represents an LLC's last surviving member may wind up the business of a limited liability company. Someone who winds up an LLC's business can preserve the LLC's property or business as a profitable undertaking for a reasonable while. Such a person can take legal actions and defend against legal actions (whether administrative, criminal, or civil), close the business, transfer or dispose of the LLC's property, clear the LLC's liabilities, share its assets, settle disputes as a mediator or arbiter, and carry out other relevant acts.
How Long It Takes to Dissolve an Illinois LLC
How long it takes to dissolve an LLC formed in Illinois differs and depends on the duration it takes to complete the required actions in each particular case. For instance, convening meetings, dissolving bank accounts, sharing assets, and so on, would take their share of time.
The moment the first set of actions is taken, the Secretary of State of Illinois spends about seven to 10 weekdays to work on the articles of dissolution. You can make the process faster by paying an extra $50 for a guaranteed 24-hour processing. However, you can only request the fast-track service if you physically visit the Chicago or Springfield offices.
What Happens After Dissolving an Illinois LLC?
If your LLC is registered or meets the requirements to do business, and does do business, in other states, you have to file to dissolve it in the other states with separate forms. The company name of an Illinois LLC becomes available for reuse by anyone after the LLC is officially dissolved by the Secretary of State of Illinois. A limited liability company can be compulsorily dissolved via a court order, or for reasons of administration, such as contravening rules that, for instance, require yearly reports or the payment of fees.
Illinois demands the submission of two duplicates of their articles of dissolution by traditional mail. They should be sent to the address below:
Department of Business Services
Limited Liability Division
501 S. Second St., Rm. 351
Springfield, IL 62756
The cost of filing the articles is $100. Illinois doesn't request tax clearance for you to dissolve your limited liability company.
If you need help with dissolving an Illinois LLC, post your legal need at UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.