Chapter 805 — BUSINESS ORGANIZATIONS

(805 ILCS 155/90-30) Sec. 90-30. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-35) Sec. 90-35. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-36) Sec. 90-36. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-37) Sec. 90-37. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-39) Sec. 90-39. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-43) Sec. 90-43. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-5) Sec. 90-5. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-50) Sec. 90-50. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-55) Sec. 90-55. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-56) Sec. 90-56. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-57) Sec. 90-57. The Alternate Fuels Act is amended by repealing Sections 20, 22, 24, 30, 31, and 32. (Source: P.A. 102-662, eff. 9-15-21.)

(805 ILCS 155/90-59) Sec. 90-59. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/90-60) Sec. 90-60. (Amendatory provisions; text omitted). (Source: P.A. 102-662, eff. 9-15-21; text omitted.)

(805 ILCS 155/99-95) Sec. 99-95. No acceleration or delay. Where this Act makes changes in a statute that is represented in this Act by text that is not yet or no longer in effect (for example, a Section represented by multiple versions), the use of that text does not accelerate …

(805 ILCS 155/99-97) Sec. 99-97. Severability. The provisions of this Act are severable under Section 1.31 of the Statute on Statutes. (Source: P.A. 102-662, eff. 9-15-21.)

(805 ILCS 155/99-99) Sec. 99-99. Effective date. This Act takes effect upon becoming law. (Source: P.A. 102-662, eff. 9-15-21.)

(805 ILCS 180/1-1) Sec. 1-1. Short title. This Act may be cited as the Limited Liability Company Act. (Source: P.A. 87-1062.)

(805 ILCS 180/1-10) Sec. 1-10. Limited liability company name. (a) The name of each limited liability company or foreign limited liability company organized, existing, or subject to the provisions of this Act: (1) shall contain the terms "limited liability company", "L.L.C.", or …

(805 ILCS 180/1-15) Sec. 1-15. Reservation of name. (a) The exclusive right to the use of a name may be reserved by any of the following: (1) A person intending to organize a limited liability company under this Act which will have that name. (2) A limited liability company or an…

(805 ILCS 180/1-20) Sec. 1-20. Assumed name. (a) A limited liability company or a foreign limited liability company admitted to transact business or making application for admission to transact business in Illinois may elect to adopt an assumed name that complies with the require…

(805 ILCS 180/1-25) Sec. 1-25. Nature of business. (a) A limited liability company may be formed for any lawful purpose or business except insurance unless, for the purpose of carrying on business as a member of a group including incorporated and individual unincorporated underwr…

(805 ILCS 180/1-26) Sec. 1-26. Low-profit limited liability company. (a) A low-profit limited liability company shall at all times significantly further the accomplishment of one or more charitable or educational purposes within the meaning of Section 170(c)(2)(B) of the Internal…

(805 ILCS 180/1-27) Sec. 1-27. Locale misrepresentation. (a) A person shall not advertise or cause to be listed in a telephone directory an assumed or fictitious business name that intentionally misrepresents where the business is actually located or operating or falsely states t…

(805 ILCS 180/1-28) Sec. 1-28. Certificate of registration; Department of Financial and Professional Regulation. This Section applies only to a limited liability company that intends to provide, or does provide, professional services that require the individuals engaged in the pr…

(805 ILCS 180/1-30) Sec. 1-30. Powers. Each limited liability company organized and existing under this Act may do all of the following: (1) Sue and be sued, complain and defend, and participate in administrative or other proceedings, in its name. (2) Have a seal, which may be al…

(805 ILCS 180/1-35) Sec. 1-35. Registered office and registered agent. (a) Each limited liability company and foreign limited liability company shall continuously maintain in this State a registered agent and registered office, which agent must be an individual resident of this S…

(805 ILCS 180/1-36) Sec. 1-36. Change of registered office or registered agent. (a) A domestic limited liability company or a foreign limited liability company may from time to time change the address of its registered office. A domestic limited liability company or a foreign lim…

(805 ILCS 180/1-37) Sec. 1-37. Change of address of registered agent. (a) A registered agent may change the address of the registered office of the domestic limited liability company or of the foreign limited liability company, for which he or she or it is a registered agent, to …

(805 ILCS 180/1-40) Sec. 1-40. Records to be kept. (a) Each limited liability company shall keep at the principal place of business of the company named in the articles of organization or other reasonable locations specified in the operating agreement all of the following: (1) A …

(805 ILCS 180/1-43) Sec. 1-43. Supplemental principles of law. Unless displaced by particular provisions of this Act, the principles of law and equity supplement this Act. (Source: P.A. 90-424, eff. 1-1-98.)

(805 ILCS 180/1-45) Sec. 1-45. (Repealed). (Source: P.A. 87-1062. Repealed by P.A. 90-424, eff. 1-1-98.)

(805 ILCS 180/1-46) Sec. 1-46. Applicability of statute of frauds. An operating agreement is enforceable whether or not there is a writing signed or record authenticated by a party against whom enforcement is sought, even if the agreement is not capable of performance within one …

(805 ILCS 180/1-5) Sec. 1-5. Definitions. As used in this Act, unless the context otherwise requires: "Anniversary" means that day every year exactly one or more years after: (i) the date the articles of organization filed under Section 5-5 of this Act were filed by the Office of…

(805 ILCS 180/1-50) Sec. 1-50. Service of process on limited liability company. (a) Any process, notice, or demand required or permitted by law to be served upon either a limited liability company or foreign limited liability company shall be served either upon the registered age…

(805 ILCS 180/1-55) Sec. 1-55. Transaction of business outside of this State. It is intended by the enactment of this Act that the legal existence of limited liability companies formed under this Act be recognized beyond the limits of this State and that, subject to any reasonabl…

(805 ILCS 180/1-6) Sec. 1-6. Electronic records. Any requirement in this Act that there be a writing or that any document, instrument, or agreement be written or in ink is subject to the provisions of the Uniform Electronic Transactions Act. (Source: P.A. 102-38, eff. 6-25-21.)

(805 ILCS 180/1-60) Sec. 1-60. Certain powers reserved to General Assembly. The General Assembly shall at all times have power to prescribe such provisions and limitations as it may deem advisable, which provisions and limitations shall be binding upon any and all limited liabili…

(805 ILCS 180/1-65) Sec. 1-65. Governing law. The law of this State governs: (1) the internal affairs and organization of a limited liability company; (2) the liability of a member as member and a manager as manager for the debts, obligations, or other liabilities of a limited li…

(805 ILCS 180/10-1) Sec. 10-1. Admission of members. (a) A person becomes a member of a limited liability company: (1) upon formation of the company, as provided in an agreement between the organizer and the initial member if there is only one member, or as provided in an agreeme…

(805 ILCS 180/10-10) Sec. 10-10. Liability of members and managers. (a) Except as otherwise provided in subsections (a-5) and (d) of this Section, the debts, obligations, and liabilities of a limited liability company, whether arising in contract, tort, or otherwise, are solely t…

(805 ILCS 180/10-15) Sec. 10-15. Right of members and dissociated members to information. (a) A company shall furnish information when any member demands it in a record concerning the company's activities, financial condition, and other circumstances of the company's business nec…

(805 ILCS 180/10-5) Sec. 10-5. (Repealed). (Source: P.A. 87-1062. Repealed by P.A. 90-424, eff. 1-1-98.)

(805 ILCS 180/13-10) Sec. 13-10. Limited liability company liable for member or manager's actionable conduct. A limited liability company is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission, or other actionable con…

(805 ILCS 180/13-15) Sec. 13-15. Statement of authority. (a) A limited liability company may deliver to the Secretary of State for filing a statement of authority. The statement shall be executed and filed in accordance with Section 5-45 of this Act and: (1) must include the name…

(805 ILCS 180/13-20) Sec. 13-20. Statement of denial. A person named in a filed statement of authority granting that person authority may deliver to the Secretary of State for filing a statement of denial that: (1) provides the name of the limited liability company and the captio…

(805 ILCS 180/13-5) Sec. 13-5. No agency power of a member as member. (a) A member is not an agent of a limited liability company solely by reason of being a member. (b) Nothing herein shall be deemed to limit the effect of law other than this Act, including the law of agency. (c…

(805 ILCS 180/15-1) Sec. 15-1. Management of limited liability company. (a) A limited liability company is a member-managed limited liability company unless the operating agreement: (1) expressly provides that: (A) the company is or will be manager-managed; (B) the company is or …

(805 ILCS 180/15-10) Sec. 15-10. (Repealed). (Source: P.A. 87-1062. Repealed by P.A. 90-424, eff. 1-1-98.)

(805 ILCS 180/15-15) Sec. 15-15. Discharge of duties; consideration. In discharging the duties of their respective positions, members and individual managers may, in considering the best long term and short term interests of the limited liability company, consider the effects of …

(805 ILCS 180/15-20) Sec. 15-20. Actions by members. (a) A member may maintain an action against a limited liability company, a manager, or another member for legal or equitable relief, with or without an accounting as to the company's business, to enforce all of the following: (…