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Business laws for small businesses

Illinois LLC rules for owners: a short guide

The Illinois LLC Act sets how a company is formed, named and kept in good standing. Here are the 2026 fees, the yearly report clock and the traps we see most often.

Prepared by Prem Tax and Accounting Corp. Last checked against official sources on October 29, 2026.

Illinois limited liability companies are created under 805 ILCS 180, the Illinois LLC Act. The Secretary of State takes the filings. It matters to every Illinois LLC owner. We sort it out with the Hickory-Tab Good-Standing Pass. The official text is on the Illinois General Assembly website, linked below.

The short version
  • One member is enough, and it can be a person or an entity.
  • In 2026, articles cost $150 and the yearly report costs $75.
  • The report is filed during the 60 days before your anniversary month; a $100 penalty follows about two months after the due date.
  • The LLC Act sets no franchise tax; that is a corporation tax.

Slide show: The Illinois LLC Act in five slides

  1. What it is

    In force since 1 Jan 1994. Governs how an Illinois LLC is formed and kept in good standing.

  2. Owners

    One or more members, each a person or an entity.

  3. 2026 fees

    Articles $150. Yearly report $75. The name must say limited liability company, LLC or L.L.C.

  4. Liability

    Members and managers are not liable for company debts just for their role, unless the articles say so and the member consents. Other law can still reach a person for their own wrongful acts.

  5. Professions

    Services that IDFPR licenses call for a professional LLC (PLLC), which IDFPR registers.

Who it covers

Owner or purposeCovered?Note
One or more ownersYesAny person or entity can be a member.
Insurance businessNoNarrow exception only.
Professions IDFPR licensesSeparate ActPLLC registered with IDFPR. CPA firms also have firm-license rules under the Public Accounting Act.

The numbers

These apply statewide in Illinois.

ItemAmount or dateYear
Annual report$75, plus $50 a series2026
Late penalty$100, then $100 a year from the second year of delinquency2026
Dissolution120 days after a notice of delinquency (the state guide counts from the delinquency date)2026
Illinois LLC filing fees, 2026 dollars per filing
Series LLC articles$400
Reinstatement$200
Articles of organization$150
Annual report$75
Name reservation$25

Source: Illinois Secretary of State and 805 ILCS 180/50-10

Our checklist

The Hickory-Tab Good-Standing Pass is five questions we ask.

  • Agent: Is a registered agent and office on file?
  • Window: Is the anniversary month on your calendar?
  • Name: Does it say LLC, and does any other name you use need an assumed-name filing?
  • Records: Are the member list, articles and tax returns kept at the principal place of business?
  • Money out: After a distribution, could the company still pay its debts?

Mistakes people make

  • Missing the report, then finding the delinquency notice at the registered agent's address.
  • Adding Inc., Corp. or Ltd. to the name.
  • Picking a plain LLC for a profession IDFPR licenses.

Call an attorney for operating agreement terms, member disputes, series LLCs or conversions. Public Act 104-764 (effective 1 Jan 2027) adds a duty for organizations employing health professionals; it does not amend this Act.

Common questions

Is a written operating agreement needed?

No. The Act allows one that is written, oral or implied. Without one, members manage and a majority decides most matters.

When is the annual report due?

During the 60 days before the anniversary month, the month your articles were filed. For June articles, that is about 2 April to 31 May. If it is still unfiled about two months after the due date, the $100 penalty applies, and dissolution is possible later.

Does an LLC pay Illinois franchise tax?

No, the LLC Act sets none; the [Business Corporation Act](/small-business-laws/illinois/business-corporation-act/) taxes corporations. In 2026 an LLC taxed as a partnership or S corporation generally owes 1.5 percent replacement tax; one taxed as a C corporation owes 7 percent plus 2.5 percent. See [state taxes](/state-taxes/) and [startup tax planning](/startup-tax-planning/).

Official sources

Keep reading

Questions about how a law touches your payroll, taxes or entity? Keshav Agrawal is a U.S. CPA and a Chartered Accountant (CA) from India. We handle the tax and accounting side and can work alongside your attorney. We are not a law firm and cannot give legal advice. Book a 20-minute call or send us a message.

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