LLC Articles of Organization Business Services

Guidelines

• This application is used to create an Illinois Limited Liability Company. An LLC formed in another state or jurisdiction cannot use this application.
• Please review Form LLC-5.5 and A Guide to Organizing a Domestic Limited Liability Company.
• An LLC may be formed electronically if the company has one or more members at the completion of the transaction; the company will utilize a general purpose clause; optional provisions are not required to be set forth at this time; the company will have perpetual existence; and there will only be one organizer, who will be a natural person who is at least age 18 and is not executing the document on behalf of someone else through a power of attorney. If any one of these criteria are not intended, the company must be established through the paper filing of Articles of Organization on form LLC-5.5 or on form LLC-5.5(S) if the company is to be authorized to establish series.
• An LLC may NOT be formed electronically if the company does not meet the above criteria; or will have more than eight managers.
• The name of the company must be distinguishable upon the records of the Secretary of State from any other LLC or corporate name. The name of an administratively dissolved Illinois limited liability company is not available for use by another LLC or Corporation until three years have elapsed following the date of issuance of the notice of dissolution.
• The name of the company must contain the words Limited Liability Company or the abbreviations L.L.C. or LLC, and cannot contain the terms Corporation, Corp., Incorporated, Inc., Ltd., Co., Limited Partnership or L.P.
• The Secretary of State's office reserves the right to make the final determination on the availability of limited liability company names.
• A post office box address alone nor a c/o address is acceptable as the address of the principal place of business or the office address of the registered agent.
• All limited liability companies must appoint and maintain a registered agent and registered office within the boundaries of Illinois. The agent is designated by the company as having authority to accept service of process, and will also act as the conduit for the exchange of information between the company and the Secretary of State's office. All correspondence initiated by the Secretary of State's office will be mailed to the registered agent at the registered office address.
• The Articles of Organization must state the names and business addresses of all managers and any member with the authority of manager.
• If the company is to be authorized to establish series, it must file a separate Certificate of Designation on form LLC-37.40 for each series to be established. A Certificate of Designation may only be filed after the limited liability company has been created through the filing of Articles of Organization.
• The LLC is required to file an Annual Report with the Secretary of State to maintain its existence. The report is due each year prior to the first day of the month in which the company was organized. If the report is not filed in a timely manner, a late filing penalty is required by Section 50-15 of the Limited Liability Company Act. If the report is not filed with 180 days of the due date, the company will be administratively dissolved.
• The Articles of Organization, whether filed electronically or on paper, must be executed by the organizer(s). An organizer of a limited liability company may become but is not required to become either a member or manager of the company.
• After transmitting the application and payment, you will receive an email acknowledging receipt by the Secretary of State. A non-expedited service request will be reviewed and a second email response sent within 10 days of your submission. An expedited service request will be reviewed and a second email response given within 24 hours, excluding weekends and holidays.
• If the proposed name is not available for use or some other defect exists, you will be notified by email and the charge will be reversed.

Fees

• Articles of Organization - $150 filing fee (plus $100 expedited fee, optional)
• Articles of Organization for an LLC with the ability to establish a series – $400 filing fee (plus a $100 expedited fee, optional)
• Your credit card account will be charged at the time you transmit the proposed Articles of Organization to the Secretary of State's office. If the proposed Articles of Organization are not accepted, the charge to your account will be reversed. We accept the following card types, Visa, MasterCard, Discover or American Express.
• Debit cards are not recommended as payment for this transaction.

For more information, please email the Department of Business Services or call 217-524-8008.