Domestic LLC Formation Filing Requirements in Illinois

At a glance

Requirements one by one

Organizer and signature

Under 805 ILCS 180/5-1, an organizer may sign without becoming a member: “The organizers need not be members of the limited liability company.” The initial articles are signed by every organizer. Under § 5-45, each signature is an affirmation, under penalty of perjury, of the filing's truth and the signer's authority; it also requires the signer's name and capacity beside the signature.

Required entity and purpose terms

Section 5-5 permits a broad purpose such as “the transaction of any or all lawful businesses for which limited liability companies may be organized under this Act.” The articles also state the name, duration, and whether the company has at least one member by the effective date. An ordinary company's name follows the designators and excluded terms in 805 ILCS 180/1-10(a).

Addresses and service fields

The principal place of business may be outside Illinois under § 5-5(a)(1), while the registered office is an Illinois address. Form LLC-5.5 asks for the place where company records will be kept and rejects a P.O. box or “c/o” alone for that principal-address field.

Management and owner disclosure

Under § 5-5(a)(5), the articles give the name and business address of every manager and each member with manager authority. For example, if an LLC has two managers and a third member with no manager authority, the filing identifies the managers; ownership alone does not add that third member to this list.

Filing method, fee, and attachments

The paper Form LLC-5.5 goes in duplicate with at least one original copy. The base filing fee is $150 under § 50-10(b)(1). The Secretary of State also lists online filing for eligible companies and a separate $250 option for 24-hour service. Ordinary articles do not call for a separate mandatory attachment; optional internal-affairs terms permitted by § 5-5(a)(8) can be added.

Formation and effective date

Under § 5-5(b), organization occurs when the Secretary files the articles or on a specified date no more than 60 days later. If the organizers choose a later date and change plans, § 5-40(b) permits a similarly executed withdrawal filed on or before that date.

Publication and initial follow-up

Neither the ordinary articles provisions nor the current Form LLC-5.5 and Secretary's guide call for a newspaper notice or proof-of-publication filing. The first annual report follows the anniversary cycle: 805 ILCS 180/50-1(b) places it within the 60 days before the first day of the anniversary month, and § 50-10(b)(11) sets the timely filing fee at $75.

What trips people up

A delayed effective date does not excuse the member requirement. Section 5-5(a)(4) requires the articles to confirm at least one member either when filed or, if the filing takes effect later, on that later date.

Common questions

Can I request faster processing?

Yes. The Secretary of State's online instructions list $250 for 24-hour service, compared with the $150 standard articles filing fee.

What does a stamped filed copy establish?

Under § 5-40(a), it is conclusive evidence, except against the State, that the organizers met the required conditions and that the company was or will be formed on the applicable effective date.

Statutes and sources

• 805 ILCS 180/5-1 and 5-5 — organizer eligibility, membership condition, required and optional article terms, public management disclosure, and 60-day delayed date. https://www.ilga.gov/documents/legislation/ilcs/documents/080501800K5-5.htm (accessed 2026-10-02)
• 805 ILCS 180/1-10 — LLC name designator, prohibited entity terms, and distinguishability. https://www.ilga.gov/documents/legislation/ilcs/documents/080501800K1-10.htm (accessed 2026-10-02)
• 805 ILCS 180/5-40 and 5-45 — effect of filing, withdrawal before a delayed date, organizer execution, signer identity/capacity, and affirmation. https://www.ilga.gov/documents/legislation/ilcs/documents/080501800K5-40.htm (accessed 2026-10-02)
• 805 ILCS 180/50-1 and 50-10 — annual-report window plus current $150 articles and $75 report fees. https://www.ilga.gov/documents/legislation/ilcs/documents/080501800K50-1.htm (accessed 2026-10-02)
• Illinois Secretary of State, Form LLC-5.5 and domestic LLC guide — current filing fields, duplicate paper filing, original signature, fee, publication absence, and anniversary reporting. https://www.ilsos.gov/content/dam/publications/pdf_publications/llc55.pdf (accessed 2026-10-02)
• Illinois General Assembly, HB 4341, SB 2816, SB 3609, and HB 1604 — pending principal-office and first-report changes described above. https://www.ilga.gov/Legislation/BillStatus?DocNum=4341&GAID=18&DocTypeID=HB&LegId=164871&SessionID=114&Print=1 (status checked 2026-10-02)