Illinois Secretary of State LLC

The Illinois Secretary of State LLC provides various information regarding Illinois LLCs, including obtaining a Certificate of Good Standing for a current business, searching the database for prior businesses, reserving a business name for your LLC, and filing Articles of Organization

Certificate of Good Standing

You can purchase a certificate of good standing if a business has satisfied all necessary requirements, meaning that the business is in fact current, up-to-date in terms of documentation, and in good standing overall. Once you request the certificate online, you will pay a $45 fee for corporations or LLCs, or $16 for non-profit organizations, and immediately obtain the certificate to print.

Business Entity Search

You can use the Illinois Secretary of State’s website to search for LLC businesses (along with corporations and other business structures). The main reason for conducting this search is for those wanting to form an Illinois LLC. In order to form your LLC, you need to choose a business name that is available for use. Therefore, you will need to conduct a business entity search to ensure that the name you want to use is in fact available.

Per Illinois law, the business name must be distinguishable from any other corporation or LLC name. Remember that this database is only a preliminary search. If you search your business name, and it is currently available for use, that doesn’t automatically mean that you will be approved once you file the articles of organization with the state. Notably, if the business name you want to use was previously used (but is currently dissolved), the name must have been dissolved for a period of at least three years before you can begin using that name. Additional requirements must be met for naming your business, which includes the fact that you must include an LLC designator at the end of your name (i.e. L.L.C., LLC, Limited Liability Company, or Limited Liability Co.) and the fact that your business name cannot include terms like Corporation, Corp, Inc., Co., Limited Partnership, or L.P. as these terms give the impression that you operate as this type of business structure, as opposed to an LLC.

In addition to running the business entity search, you can send an e-mail to the Illinois Secretary of State to obtain information regarding the availability of your business name. You can also call the office at (217) 782-6961. They can provide you with information regarding whether or not your business name complies with Illinois law, and is not currently being used by any other company.

Once you have chosen a name that complies with the State law and is available for use, you can reserve that name by submitting a name reservation form (LLC-1.15).

Articles of Organization

The LLC must file Articles of Organization in order to begin conducting business in the State of Illinois. Keep in mind that certain requirements must be met in order to file this document electronically, and all of the following criteria must be met in order to file online:

• The company must have one or more members

• The company must have a general purpose clause

• The company has a perpetual existence

• There is only one organizer who is at least 18 years of age and not submitting the documentation on behalf of someone else.

If not all criteria are met, then you will be required to submit the Articles of Organization via mail. Furthermore, if the LLC has more than 8 managers (but otherwise fits the above-mentioned criteria), you cannot file online.

Other items to keep in mind when providing information in the Articles of Organization is the fact that you cannot utilize a P.O. box as your business’s address. You can, however, use a P.O. box in addition to the principal place of business. As long as you one have physical address, and not just a P.O. box, that is acceptable.

Furthermore, you must appoint a registered agent. The agent will be a third party who will accept service of process on the LLC’s behalf. The agent must be located within the State of Illinois.

The Articles of Organization must also include all names/addresses of members (and managers if applicable). The owners of the LLCs are referred to as members, who generally oversee the daily operations of the LLC. However, the members can hire a manager, who will be the ultimate party responsible for decision-making processes and other important business items. In most states, the manager can also be a member (owner) of the LLC.

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