Illinois LLC Articles Of Organization: Everything You Need to Know
A new LLC must have a unique name. In addition, the name must include the term "limited liability company," "LLC," or "L.L.C."3 min read
In Illinois LLC Articles of Organization may be filed electronically, provided the following is true:
- The business has at least one member upon completion of filing.
- The business will exist for general purposes.
- Optional provisions are not mandatory.
- The business will exist indefinitely.
- There is only one organizer, at least 18 years old, who is not submitting the request for someone else.
If all five of these criteria are not met, the request must be filed via mail, using Form LLC-5.5 or Form LLC-5.5(S). In addition, the paperwork must be filed via mail if the company will have eight or more managers.
How to Form an LLC in Illinois
A new LLC must have a unique name. In addition, the name must include the term "limited liability company," "LLC," or "L.L.C." The business name can not contain "Corporation," "Corp.," "Incorporated," "Inc.," "Ltd.," "Co.," "Limited Partnership," or "L.P."
A street address is required for both the business' location and its registered agent. Both must be in Illinois. All correspondence between the registered agent and Secretary of State will go to the registered agent's address.
If the LLC will establish series, the company must file separate Certificates of Designation for each series via Form LLC 37.40. This may be filed only after the Articles of Organization.
Once formed, the LLC must file yearly reports with the Secretary of State. The report is due one day prior to the first day of the company's anniversary month and can be filed online. If the report is late, a $300 penalty will be imposed. If a report is not filed within 180 days of the due date, the company will be dissolved.
The Articles of Organization must be filed by the organizer(s). After all these steps are completed, the documents will be reviewed within one business day. If everything is approved, you will be e-mailed an approval notice and a link to the filed Articles of Organization. The filing date is the day payment is made.
Requests for expedited service must be made in person at either the Springfield or Chicago office. The expedited fee amounts are in addition to the filing fees. Abstracts are $25 and $20, Certificates of Good Standing are $25 and $20, and Photocopies or Certified Copies are $25 and $50.
Many other forms exist, each with their own fees. Cash is not accepted, and checks should be made payable to the Illinois Secretary of State.
Filing by mail is cheaper by $100 but slower, taking 10 to 20 business days. Filing online is more expensive, but takes one to two business days.
Establishing Your LLC
Download Form LLC 5.5 (Articles of Organization). Then follow these steps:
- State your LLC's name.
- Register your business address. Your business address is required to be a street address in the state of Illinois and can be your personal address, an office address, or the address of your registered agent.
- Choose an incorporation date. This can be effective immediately by marking "filing date", or you can choose a date up to 60 days out.
- Write the name and address of your registered agent. Your registered agent can be a resident of Illinois or a company authorized to do business in Illinois. Either way, this must be a street address in Illinois. If your registered agent is a company, put the company name in the personal name section.
- Describe the purpose of your company. If you leave this blank, you use the "general purpose" clause and are allowed to do any and all legal business activities.
- Choose the duration of your company - "perpetual" is the most common.
- Add any additional provisions for your LLC - this is usually left blank.
- Add at least one member.
- List the names and addresses of anyone with managerial authority. Your management structure will be in your Operating Agreement.
- Sign and date the form, and send it to the Secretary of State. Include a certified bank check or money order. The State will not accept personal checks.
- Mail the form to the Secretary of State, Department of Business Services, Limited Liability Division at 501 S 2nd Street, Room 351, Springfield, IL 62756.
If you are filing online, credit cards are accepted. A debit card may not work.
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