Illinois: LLC Annual and Biennial Report Requirements

Requirements one by one

The annual anniversary-month clock

Section 50-1(b) puts the filing window in the 60 days immediately before the first day of
the anniversary month. The anniversary month is the month in which the LLC was organized
or admitted to Illinois. For an LLC organized on October 18, the report must arrive before
October 1 each year; its filing window opens in early August. The exact day of organization is
not the annual due date.

A report timely deposited in the mail counts as compliance. If the Secretary returns a report
for correction, § 50-1(b) gives the LLC 60 days from the original due date to return a
conforming report without the late penalties. SB 3609 would shorten both 60-day periods to 30
days, but that bill has not passed.

What the report updates and how to file

Section 50-1(a) requires the LLC's name, Illinois registered agent and office, principal
business address, and the names and business addresses of every manager and any member with
manager authority. The form is signed by a manager or, if there is no manager, a member whom
the members designate.

Eligible domestic and foreign LLCs can file through the Secretary of State's online annual-
report service. Form LLC-50.1 remains the paper route and is required for some filings that
the portal excludes, including a series LLC, an LLC with more than eight managers, and a
report that needs layered signatures or a power of attorney. A registered-agent or
registered-office change needs its own filing; Form LLC-50.1 says it cannot be made on the
annual report.

Fee and the late-penalty ladder

The base filing fee is $75. Under § 50-10(b)(11), a series LLC adds $50 for each
designated series whose certificate is effective on the last day of the third month before
the anniversary month. The online system also assesses a payment-processor fee. HB 1604
would waive the report fee for certain LLCs during their first five years, but the bill
remains in the House Rules Committee and the current $75 rule still applies.

The first consequence arrives at the deadline: § 50-15 declares the LLC delinquent and not in
good standing if the report and fee are not filed before the anniversary month. If the default
continues until the first day of the second month after that month, the penalty is $100.
Beginning with the second delinquency year, another $100 applies for each year or fraction.
The Secretary will not accept the LLC's other entity filings while the delinquency remains.

Dissolution, reinstatement, and cure

For a domestic LLC, §§ 35-25 and 35-30 make a missed report a ground for administrative
dissolution. The Secretary first mails a delinquency notice. The company then has 120 days
from the notice date to correct an annual-report default; if it does not, the Secretary
issues a certificate of dissolution, and the LLC continues only to wind up. For a registered
foreign LLC, § 45-35 uses revocation of its Illinois admission instead.

Before dissolution or revocation, cure means filing the overdue report and paying the fee and
penalty. Afterward, file the reinstatement application with the delinquent reports, fees, and
penalties. The application fee is $200. Section 35-40(d) gives domestic reinstatement
retroactive effect: the LLC's existence is deemed to have continued without interruption,
and acts that would otherwise have been lawful are ratified. That statutory relation-back
does not itself erase taxes, restore licenses, or undo every outside consequence of the
delinquency.

What trips people up

• Treating the anniversary month as the filing month. Illinois requires the report before
  the first day of that month. Filing during the month is already late and puts the LLC out of
  good standing.
• Reading “60 days” as a grace period. The 60 days before the anniversary month is the
  filing window. The $100 penalty comes later, but delinquent status begins when the report is
  not on file before the month starts.
• Trying to change the registered agent on the annual report. The report lists the agent
  and office, but the Secretary requires a separate Form LLC-1.36/1.37 to change them.
• Using an old Illinois fee sheet. Older PDFs still circulate with obsolete $250 annual-
  report and $500 reinstatement figures. The current February and March 2026 forms state $75
  and $200.

Common questions

Does Illinois send a report form or reminder?

The Secretary's paper form has a “Due prior to” field, but the statutory deadline does not
depend on receiving a mailing. Calendar the first day of the anniversary month and count back
60 days.

Can a late LLC still file online?

Yes, while it remains eligible for the annual-report portal. The Secretary's instructions say
a delinquent LLC may file online but must pay all penalties incurred as of the filing date. An
already dissolved, revoked, or expired LLC uses reinstatement instead.

Is the $100 penalty charged the day the report becomes late?

No. The LLC becomes delinquent and not in good standing when the anniversary month begins,
but § 50-15 applies the $100 penalty if the default is still uncorrected before the first day
of the second month after the anniversary month.

Statutes and sources

• 805 ILCS 180/50-1. Annual obligation, contents, signature, 60-day filing window, timely-
  mailing rule, and returned-report correction period. Official current text
  (accessed 2026-07-16).
• 805 ILCS 180/50-10. $75 annual-report fee, $50 designated-series charge, and $200
  reinstatement fee. Official current text
  (accessed 2026-07-16).
• 805 ILCS 180/50-15. Delinquent status, $100 penalty ladder, and filing hold.
  Official current text
  (accessed 2026-07-16).
• 805 ILCS 180/35-25, 35-30, and 35-40. Grounds and procedure for domestic
  administrative dissolution and the effect of reinstatement. Dissolution ground,
  120-day procedure,
  and reinstatement effect
  (accessed 2026-07-16).
• 805 ILCS 180/45-35. Revocation ground for a registered foreign LLC that misses its
  annual report. Official current text
  (accessed 2026-07-16).
• Illinois Secretary of State. Current Form LLC-50.1,
  LLC forms and fees, and
  reinstatement instructions
  (accessed 2026-07-16).