Chapter 805, BUSINESS ORGANIZATIONS

(805 ILCS 105/114.05) (from Ch. 32, par. 114.05) Sec. 114.05. Annual report of domestic or foreign corporation. Each domestic corporation organized under this Act, and each foreign corporation authorized to conduct affairs in this State, shall file, within the time prescribed by …

(805 ILCS 105/114.10) (from Ch. 32, par. 114.10) Sec. 114.10. Filing of annual report of domestic or foreign corporation. Such annual report together with all fees and charges as prescribed by this Act, shall be delivered to the Secretary of State within 60 days immediately prece…

(805 ILCS 105/114.15) Sec. 114.15. Demographic information of directors and officers. (a) Within 30 days after filing its annual AG990-IL Charitable Organization Annual Report, a corporation that reports grants of $1,000,000 or more to other charitable organizations shall post on…

(805 ILCS 5/14.01) (from Ch. 32, par. 14.01) Sec. 14.01. Statement of election to establish an extended filing month. (a) Each domestic corporation and each foreign corporation authorized to transact business in this State, having reported on its last annual report, or articles o…

(805 ILCS 5/14.05) (from Ch. 32, par. 14.05) Sec. 14.05. Annual report of domestic or foreign corporation. Each domestic corporation organized under any general law or special act of this State authorizing the corporation to issue shares, other than homestead associations, buildi…

(805 ILCS 5/14.10) (from Ch. 32, par. 14.10) Sec. 14.10. Filing of annual report of domestic or foreign corporation. Such annual report together with all fees, taxes and charges as prescribed by this Act, shall be delivered to the Secretary of State within 60 days immediately pre…

(805 ILCS 5/14.13) Sec. 14.13. Report of interim changes of domestic or foreign corporations. Any corporation, domestic or foreign, may report interim changes in the name, address, or both of its officers and directors, its principal office, or its minority-owned business status …

(805 ILCS 5/14.15) (from Ch. 32, par. 14.15) Sec. 14.15. First report of issuance of shares. The articles of incorporation of each domestic corporation shall be deemed to be the first report of the issuance of shares of such corporation. For the purpose of determining the initial…

(805 ILCS 5/14.20) (from Ch. 32, par. 14.20) Sec. 14.20. Reports of issuance of shares and increases in paid-in capital. (a) Each domestic corporation, and each foreign corporation authorized to transact business in this State, after: the issuance of any share not previously repo…

(805 ILCS 5/14.25) (from Ch. 32, par. 14.25) Sec. 14.25. Report following merger or cancellation of shares/reduction in paid-in capital. (a) Each domestic corporation and each foreign corporation authorized to transact business in this State that is a party to a statutory merger …

(805 ILCS 5/14.30) (from Ch. 32, par. 14.30) Sec. 14.30. Cumulative report of changes in issued shares or paid-in capital. (a) Each domestic corporation and each foreign corporation authorized to transact business in this State that effects any change in the number of issued shar…

(805 ILCS 5/14.35) (from Ch. 32, par. 14.35) Sec. 14.35. Report following merger or consolidation. (a) Whenever a domestic corporation or a foreign corporation authorized to transact business in this State is the surviving corporation in a statutory merger or whenever a domestic …

(805 ILCS 5/14.40) (Section scheduled to be repealed on July 1, 2028) Sec. 14.40. State contractors reporting. (a) Except as provided in subsection (b), by June 1, 2024, and each June 1 thereafter, a corporation that has contracts with this State shall provide to the Commission o…

(805 ILCS 215/1401) Sec. 1401. Repeal. Effective January 1, 2008, the following Act is repealed: the Revised Uniform Limited Partnership Act as amended and in effect immediately before the effective date of this Act. (Source: P.A. 93-967, eff. 1-1-05.)

(805 ILCS 215/1402) Sec. 1402. Effective date. This Act takes effect January 1, 2005. (Source: P.A. 93-967, eff. 1-1-05.)

(805 ILCS 105/115.05) (from Ch. 32, par. 115.05) Sec. 115.05. Fees and charges to be collected by Secretary of State. The Secretary of State shall charge and collect in accordance with the provisions of this Act: (a) Fees for filing documents. (b) Miscellaneous charges. (c) Fees …

(805 ILCS 105/115.10) (from Ch. 32, par. 115.10) Sec. 115.10. Fees for filing documents. The Secretary of State shall charge and collect for: (a) Filing articles of incorporation, $50. (b) Filing articles of amendment, $25, unless the amendment is a restatement of the articles of…

(805 ILCS 105/115.15) (from Ch. 32, par. 115.15) Sec. 115.15. Miscellaneous charges. The Secretary of State shall charge and collect: (a) For furnishing a copy or certified copy of any document, instrument, or paper relating to a corporation, or for a certificate, $5. (b) At the …

(805 ILCS 105/115.20) (from Ch. 32, par. 115.20) Sec. 115.20. Expedited service fees. (a) The Secretary of State may charge and collect a fee for expedited services as follows: All filings, copies of documents, and copies of documents of dissolved corporations having a file numbe…

(805 ILCS 105/115.85) (from Ch. 32, par. 115.85) Sec. 115.85. Effect of nonpayment of fees or taxes. (a) The Secretary of State shall not file any articles, statements, certificates, reports, applications, notices, or other papers relating to any corporation, domestic or foreign,…

(805 ILCS 105/115.90) Sec. 115.90. No fees for publishing lists of not-for-profit corporations. Nothing in this Article shall be construed to permit the Secretary of State to charge fees for lists of not-for-profit corporations published as open data under Section 1.25 of the Bus…

(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 180/15-15) 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: (…

(805 ILCS 180/15-3) Sec. 15-3. General standards of member and manager's conduct. (a) Without limiting any fiduciary duties owed at common law, the fiduciary duties a member owes to a member-managed company and its other members include the duty of loyalty and the duty of care re…

(805 ILCS 180/15-5) Sec. 15-5. Operating agreement. (a) All members of a limited liability company may enter into an operating agreement to regulate the affairs of the company and the conduct of its business and to govern relations among the members, managers, and company. The op…

(805 ILCS 180/15-7) Sec. 15-7. Member and manager's right to reimbursement and indemnification. (a) A limited liability company shall reimburse a member or manager for payments made and indemnify a member or manager for debts, obligations, or other liabilities incurred by the mem…

(805 ILCS 5/15.05) (from Ch. 32, par. 15.05) Sec. 15.05. Fees, franchise taxes, and charges to be collected by Secretary of State. The Secretary of State shall charge and collect in accordance with the provisions of this Act: (a) Fees for filing documents. (b) License fees. (c) F…

(805 ILCS 5/15.10) (from Ch. 32, par. 15.10) Sec. 15.10. Fees for filing documents. The Secretary of State shall charge and collect for: (a) Filing articles of incorporation, $150. (b) Filing articles of amendment, $50, unless the amendment is a restatement of the articles of inc…

(805 ILCS 5/15.12) Sec. 15.12. Disposition of fees. Of the total money collected for the filing of an annual report under this Act, $15 of the filing fee shall be paid into the Secretary of State Special Services Fund. The remaining $60 shall be deposited into the General Revenue…

(805 ILCS 5/15.15) (from Ch. 32, par. 15.15) Sec. 15.15. Miscellaneous charges. The Secretary of State shall charge and collect; (a) For furnishing a copy or certified copy of any document, instrument, or paper relating to a corporation, or for a certificate, $25. (b) At the time…

(805 ILCS 5/15.20) (from Ch. 32, par. 15.20) Sec. 15.20. License fees payable by domestic corporations. For the privilege of exercising its franchises in this State, the Secretary of State shall charge and collect from each domestic corporation the following license fees, compute…

(805 ILCS 5/15.25) (from Ch. 32, par. 15.25) Sec. 15.25. Basis of computation of license fees payable by domestic corporations. (a) Except as otherwise provided in subsection (c) of this Section, the basis for each additional license fee payable by a domestic corporation, except …

(805 ILCS 5/15.30) (from Ch. 32, par. 15.30) Sec. 15.30. Rate of license fees payable by domestic corporations. The license fees payable by each domestic corporation shall be computed at the rate of one-twentieth of one per cent of the basis prescribed in this Act for the computa…

(805 ILCS 5/15.35) (from Ch. 32, par. 15.35) (Text of Section from P.A. 102-16, 103-8, and 103-592) Sec. 15.35. Franchise taxes payable by domestic corporations. For the privilege of exercising its franchises in this State, each domestic corporation shall pay to the Secretary of …

(805 ILCS 5/15.40) (from Ch. 32, par. 15.40) Sec. 15.40. Basis for computation of franchise taxes payable by domestic corporations. (a) The basis for the initial franchise tax payable by a domestic corporation shall be the amount represented in this State, determined in accordanc…

(805 ILCS 5/15.45) (from Ch. 32, par. 15.45) Sec. 15.45. Rate of franchise taxes payable by domestic corporations. (a) The annual franchise tax payable by each domestic corporation shall be computed at the rate of 1/12 of 1/10 of 1% for each calendar month or fraction thereof for…

(805 ILCS 5/15.50) (from Ch. 32, par. 15.50) Sec. 15.50. License fees payable by foreign corporations. For the privilege of exercising its authority to transact business in this State as set out in its application therefor or any amendment thereto, the Secretary of State shall ch…

(805 ILCS 5/15.55) (from Ch. 32, par. 15.55) Sec. 15.55. Basis of computation of license fee payable by foreign corporations. (a) The basis for the initial license fee payable by a foreign corporation shall be the amount represented in this State, determined in accordance with th…

(805 ILCS 5/15.60) (from Ch. 32, par. 15.60) Sec. 15.60. Rate of license fees payable by foreign corporations. The initial license fee and all additional license fees payable by a foreign corporation shall be computed at the rate of one-twentieth of one per cent of the basis pres…

(805 ILCS 5/15.65) (from Ch. 32, par. 15.65) Sec. 15.65. Franchise taxes payable by foreign corporations. For the privilege of exercising its authority to transact such business in this State as set out in its application therefor or any amendment thereto, each foreign corporatio…

(805 ILCS 5/15.70) (from Ch. 32, par. 15.70) Sec. 15.70. Basis for computation of franchise taxes payable by foreign corporations. (a) The basis for the initial franchise tax payable by a foreign corporation shall be the amount represented in this State, determined in accordance …

(805 ILCS 5/15.75) (from Ch. 32, par. 15.75) Sec. 15.75. Rate of franchise taxes payable by foreign corporations. (a) The annual franchise tax payable by each foreign corporation shall be computed at the rate of 1/12 of 1/10 of 1% for each calendar month or fraction thereof for t…

(805 ILCS 5/15.80) (from Ch. 32, par. 15.80) Sec. 15.80. Computation and collection of annual franchise taxes - proceeding for dissolution or revocation if not paid. (a) It shall be the duty of the Secretary of State to collect all annual franchise taxes, penalties, and interest …

(805 ILCS 5/15.85) (from Ch. 32, par. 15.85) Sec. 15.85. Effect of nonpayment of fees or taxes. (a) The Secretary of State shall not file any articles, statements, certificates, reports, applications, notices, or other papers relating to any corporation, domestic or foreign, orga…

(805 ILCS 5/15.90) (from Ch. 32, par. 15.90) Sec. 15.90. Statute of limitations. (a) Except as otherwise provided in this Section and notwithstanding anything to the contrary contained in any other Section of this Act, no domestic corporation or foreign corporation shall be oblig…

(805 ILCS 5/15.95) (from Ch. 32, par. 15.95) Sec. 15.95. Department of Business Services Special Operations Fund. (a) A special fund in the State treasury known as the Division of Corporations Special Operations Fund is renamed the Department of Business Services Special Operatio…

(805 ILCS 5/15.97) (from Ch. 32, par. 15.97) Sec. 15.97. Corporate Franchise Tax Refund Fund. (a) Beginning July 1, 1993, a percentage of the amounts collected under Sections 15.35, 15.45, 15.65, and 15.75 of this Act shall be deposited into the Corporate Franchise Tax Refund Fun…

(805 ILCS 5/15.98) Sec. 15.98. Social media platform fee. (a) Beginning January 1, 2027 and monthly thereafter within 14 days of the start of each month, each social media platform shall submit to the Secretary of State a report of the average number of monthly users of the platf…

(805 ILCS 105/116.05) (from Ch. 32, par. 116.05) Sec. 116.05. Penalties imposed upon corporations. (a) Each corporation, domestic or foreign, that fails or refuses to file its annual report prior to the first day of its anniversary month shall pay a penalty of $3. (b) Any corpora…