If you’re considering starting a company in Illinois, now might be the right time. A 2023 ranking of the best U.S. states for business put Illinois in the top 20. But before you begin the business formation process and reap the benefits of the state's business-friendly climate, make sure you understand the Illinois annual report requirements.
Annual reports are due each year for most types of businesses in the state. Gain the insights you need to keep your business in compliance with this state regulation, including the information required on your Illinois annual report, when it’s due, how to file, and which types of businesses owe franchise taxes along with their report filing.
What is an annual report?
Also called a statement of information in some states, an annual report is a document that is submitted to the state in which the business conducts business and/or is registered. The purpose of an annual report is to keep the state apprised of a business’s financial status, confirm that it’s in good standing, and update necessary information, like the business’s location, registered agent, and directors or managers.
The State of Illinois requires most business entities, including corporations, LLCs, and limited partnerships, to submit annual reports. For corporations, the Illinois annual report also informs the amount of franchise tax owed.
What information must an Illinois annual report contain?
The following is the basic information required in an Illinois annual report filing, regardless of the business structure:
- Business name
- Registered agent’s name and office address
- Principal business address
- Date of incorporation or organization
In addition to these foundational details, other information may need to be provided depending on your business entity:
- Illinois corporation annual report: Names and addresses of all officers and directors, stock information, and franchise tax calculations
- Illinois not-for-profit corporation annual report: Names and addresses of all officers and at least three directors, plus the type of business being conducted
- Illinois LLC annual report: Names and addresses of all managers
Who qualifies as an officer?
The Illinois annual report for corporations specifically spells out president, secretary, and treasurer as types of officers, but the following positions may also apply:
- Chief executive officer
- Chief operating officer
- Chief financial officer
- Chief legal officer
- Chief accounting officer
- Controller
Who qualifies as a director?
A director is anyone who serves on the company’s board of directors. Illinois law does not regulate the qualifications for a corporation’s directors, leaving those up to the company’s by-laws, but it does require all corporations registered in the state to have at least one person on the board of directors.
The roles and duties of the board of directors, which should be spelled out in the company’s by-laws, include making decisions about the company’s future direction. The board will appoint senior officers, conduct strategic planning, ensure that shareholder interests are maintained, and so on. The exact nature of a director’s role and duties depends on the industry and type of business.
How to file your Illinois annual report in 3 steps
Follow these simple steps when it’s time to file your Illinois annual report.
Step 1: Gather the necessary information
Before you begin the process of preparing your annual report, make sure that you have all the necessary information for your type of business, which may include stock information, officer and director names and addresses, and/or manager names and addresses.
Step 2: Go to the Illinois Secretary of State website
Next, you’ll visit the “File an Annual Report” webpage of the Illinois Secretary of State’s Business Services Department. Choose from one of the three options for filing a report: corporation, not-for-profit, or limited liability company (LLC). Currently, there is no option for filing a limited partnership annual report online; these types of Illinois businesses should mail Form LP 210 to the Illinois Secretary of State’s office, along with the filing fee.
Step 3: Complete and submit your report
Once you have clicked on the filing option that reflects your business structure, you’ll be taken to the online filing portal. Type in your corporation or LLC file number, then click “Continue.” If you can’t remember your company’s file number, conduct an Illinois business name search in the state’s business entity search database. Your business file number should appear in the record for your company.
Follow the instructions for filling out and filing the report, then enter your payment information for the annual report filing fee (for all businesses) and franchise tax payment (for corporations only).
How to file an Illinois annual report with LegalZoom
For busy Illinois business owners, it’s crucial to offload certain tasks—not only to protect your time but also to ensure that deadlines are met. Annual Report Filing Services from LegalZoom make such reports a cinch. All you need to do is provide your business information, and we’ll prepare, fill out, and file your Illinois annual report by the required submission due date. With either our standard or rush annual report filing packages, you’ll be able to focus on business operations while keeping your company in good standing.
How much does it cost to file an annual report in Illinois?
The Illinois annual report cost varies by business type:
- Domestic and foreign corporations: $75
- Domestic and foreign not-for-profit corporations: $10
- LLCs: $75
- Limited partnerships: $100
When is the deadline to submit an Illinois annual report?
Illinois annual reports are due by the last day of the month prior to the business’s anniversary month. So, let’s say that your company was incorporated or organized on June 20. That means that your annual report is due to the Secretary of State by May 31.
What are the penalties for not filing an annual report in Illinois?
If an Illinois annual report isn’t submitted by the due date, the following penalties apply:
- For LLCs, if the annual report is not filed within 60 days of the deadline, the penalty is $100.
- For not-for-profit corporations, a $3 penalty is owed for any late Illinois annual report filing.
- For domestic and foreign corporations, the penalty for a late annual report filing is 10% of the annual franchise tax due.
For limited partnerships, there are no late fees for missing the report due date. However, for this type of business structure—and all others mentioned here—failure to submit an Illinois annual report on time may result in the Secretary of State deeming that your business isn’t in good standing. If this happens, you’ll need to submit your annual report; pay all outstanding taxes, filing fees, and financial penalties; and reapply for a certificate of good standing.
Do all business entities need to file an annual report in Illinois?
All domestic and foreign corporations, domestic and foreign not-for-profit corporations, LLCs, and limited partnerships must file an annual report in Illinois to comply with state requirements. Other business entities are not required to file an annual report.
What is the Illinois state franchise tax?
Like many states, Illinois requires for-profit corporations to pay a franchise tax, which is essentially a tax for the privilege of doing business in the state. Only domestic and foreign for-profit corporations are required to pay the Illinois franchise tax; other business types, like LLCs, limited partnerships, and sole proprietorships, are not subject to this tax. Illinois corporations pay their franchise tax at the time they submit their annual report.
There are two ways of calculating the amount of franchise tax owed: the allocation method and the paid-in-capital method. The allocation method is based on the value of property and the gross amount of business transacted in and outside of the state. The paid-in-capital method is based on the amount of money or other financial assets received from shareholders in exchange for stock. Corporations typically choose the method that results in the lowest amount owed.
For more details about how to calculate franchise tax using the allocation and paid-in-capital methods, consult Form BCA 14.05.
FAQs
What is the franchise tax exemption in Illinois?
Beginning in 2025, Illinois law states that the first $10,000 is exempt from the franchise tax. This doubles the exemption amount for 2024 tax filings, which is $5,000.
How can you pay the Illinois franchise tax?
Illinois corporations are encouraged to pay the state franchise tax electronically through the Secretary of State’s online filing portal. This is where you can file annual reports and pay taxes due. However, corporations can also mail checks payable to the Illinois Secretary of State.
Can you file an annual report by mail?
Yes, Illinois businesses can file annual reports by mail, but you can also submit an annual report online and pay franchise tax (if applicable) through the Secretary of State’s online filing portal. Limited partnerships must submit their annual reports by mail, as the online portal currently does not have an option for limited partnerships.
Do nonprofits need to file an annual report in Illinois?
Yes, nonprofits and not-for-profit corporations registered in Illinois do need to file an Illinois annual report. Nonprofits can fill out and submit their annual report online through the Secretary of State's online filing portal or mail in Form NFP 114.05 to the Illinois Secretary of State’s office, along with their filing fee payment of $10.