Dissolving a company in Illinois
The state-level facts for closing an LLC or corporation in Illinois: the dissolution filing, its fee, whether tax clearance comes first, and the tax obligations that keep accruing until the filing is accepted. Every fact links to the official government source it was read from.
Illinois LLC
- Dissolution filing
- Statement of Termination (LLC 35.15) (LLC 35.15) — filed with the Illinois Secretary of State, Department of Business Services. (official source)
- Filing fee
- $5 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- LLC annual report (no franchise tax on LLCs)
- Illinois LLCs file an annual report (Form LLC 50.1, $75) with the Secretary of State; bring any due report current before filing the Statement of Termination. The Secretary of State's LLC fee schedule lists no franchise tax for LLCs. (official source)
- Final state return
- Contact the Illinois Department of Revenue about outstanding liabilities and check the final-return box on the entity's last Illinois income tax return. (official source)
Worth knowing
- Illinois LLC wind-down filings are unusually cheap: the Statement of Termination and the foreign-LLC withdrawal each carry a $5 fee.
- Expedited service must be requested in person at the Springfield or Chicago office — it is not available by mail.
- Cash is not accepted; checks are payable to the Illinois Secretary of State.
- ilsos.gov rejects automated fetches; every Secretary of State fact here was verified against dated Wayback Machine captures of the official pages and form PDFs (fee schedule captured 2025-07-23; form PDFs captured 2025-06/07).
Illinois corporation
- Dissolution filing
- Articles of Dissolution (BCA 12.20) (BCA 12.20) — filed with the Illinois Secretary of State, Department of Business Services. (official source)
- Filing fee
- $5 (official source)
- Tax clearance before filing
- Not required before the dissolution filing. (official source)
- Corporate franchise tax (on paid-in capital) + annual report
- Corporation annual reports (BCA 14.05 D, $75) plus franchise tax based on paid-in capital must be current before dissolution; the Articles of Dissolution form states that applicable franchise taxes, penalties, and interest must be paid where paid-in capital increased. (official source)
- Final state return
- Contact the Illinois Department of Revenue about outstanding liabilities and check the final-return box on the corporation's last Illinois income and replacement tax return. (official source)
Worth knowing
- The corporate dissolution filing fee is $5, but franchise taxes based on paid-in capital (plus penalties and interest) must be settled through the dissolution date, which can dwarf the filing fee.
- The foreign-corporation withdrawal (BCA 13.45, $25) is titled 'Application for Withdrawal and Final Report' — it includes a final franchise-tax report, unlike the $5 foreign-LLC withdrawal.
- Expedited service must be requested in person at the Springfield or Chicago office — it is not available by mail.
- ilsos.gov rejects automated fetches; every Secretary of State fact here was verified against dated Wayback Machine captures of the official pages and form PDFs (fee schedule captured 2025-07-09; form PDFs captured 2025-06).
Closing a company is more than the state filing — payroll accounts, sales-tax permits, franchise-tax finals, federal returns, and creditor notices all have their own order and deadlines. A Winddown runbook sequences all of it for your specific company, with drafted consents and creditor notices included.
Sourced from the official pages linked above; facts we could not verify against an official source are shown as links rather than numbers. Requirements and fees change — the linked pages are authoritative. General information, not legal or tax advice.