How to File an Illinois LLC or Corporation Amendment

It’s only natural that you’ll need to change your limited liability company (LLC) or corporation as time goes on. If you need to make an Illinois LLC or corporation amendment, then you might need to amend your LLC’s Articles of Organization or your corporation’s Articles of Incorporation. Not sure how to start? No problem. Let’s take a closer look at how to file an amendment to your Illinois formation documents and how we can help.

Amending an Illinois LLC Articles of Organization

Need to make changes to an Illinois LLC? We’ll cover how to make that amendment in this section. But if you need to make changes to a corporation, keep scrolling to the section titled “Amending an Illinois Corporation Articles of Incorporation.”

Step 1: Determine if you need to amend your Articles of Organization

In Illinois, the Articles of Organization is the form that creates your LLC. It asks for a variety of information about your business, including:

• Your business name
• Your registered agent information
• Name and business address of each manager
• Whether it’s a series LLC

Generally speaking, if you’re making changes to this information, you’ll need to file an amendment.

Step 2: Identify and gather the information you need to amend

To make changes to your Illinois LLC, you’ll need to file the Articles of Amendment. But before you dive into the paperwork, you’ll want to make sure you’ve got the right information for filing. In Illinois, the Articles of Amendment lets you report several changes, including:

• The admission or withdrawal of a manager;
• A change in the address of your LLC’s records office or place of business (or registered office);
• A new name for your LLC;
• The date that the LLC is supposed to dissolve;
• The duration of your LLC — that is, whether you intend your LLC to last perpetually or temporarily; and 
• Any change to the registered agent.

If you need to change any of these categories, you’ll need to gather the relevant information. For example, if you’re adding or removing a manager, you’ll want to confirm the name and address of each manager in question.

Why should I update the Articles of Organization?

Keeping your business compliant with state business regulations helps it maintain its entitlement to all of its legal benefits. When you file your entity as a legal LLC in Illinois, all information included in your filing becomes public knowledge. If your information changes but you don’t update it, the public may not have accurate contact information. Any changes in your registered agent should be reported as well since they are responsible for receiving service of process and other important communications on behalf of your business.

Are there penalties if I don’t?

Illinois requires that LLCs maintain updated Articles of Organization to remain in good standing. 

Updated Articles of Organization allows the public to have accurate contact information for the business, helps ensure that your LLC’s Illinois registered agent can serve the LLC with essential documents, and gives Illinois a way to monitor businesses that operate within its borders.  

Failing to notify the state of your Illinois LLC amendment can cause trouble down the road. For one, your LLC won’t be able to get an Illinois Certificate of Good Standing. Without this document, it’s more difficult to verify that your company is authorized to operate in Illinois. This means that your business could have a difficult time applying for a business loan, opening a bank account, and contracting with purchasers. 

Step 3: File the Articles of Amendment with the Secretary of State

Now, it’s time to file the paperwork for your amendment. If you’re going to be changing your business name only, you can file the change online through the Secretary of State’s website.

If you’re making any other changes, you’ll need to download form LLC-5.25, the LLC Articles of Amendment, fill out the form with the information you gathered in step 2, and submit it to the Department of Business Services by mail or in person. At the time of this filing, this form costs $50 to submit.

Once your amendment form is processed, the changes will go into effect.

Amending an Illinois Corporation Articles of Incorporation

Need to make an amendment to a corporation? We’ll show you how in this section.

Step 1: Determine if you need to amend your Articles of Incorporation

The Articles of Incorporation is the form that formally creates your corporation in Illinois. It asks for a variety of information, including:

• The name of the corporation
• The name and address of your registered agent
• Purpose of the corporation
• Authorized shares
• The number of directors
• Name and signature of the incorporator.
• An Illinois corporation may also include information about its board of directors and the property value of its real estate but isn’t required to.

If you need to make changes to any of this information, you’ll need to file an amendment with the state.

Step 2: Identify and gather the information you need to amend

To amend your formation documents, you’ll need to file the form titled “BCA 10.30, Articles of Amendment.” This form allows for a variety of changes, including:

• Changing the names and addresses of directors named in the Articles of Incorporation
• Altering the par value of any issued shares
• Issuing new shares
• Cancelling authorized shares
• Changing the corporation’s name

Before you file the paperwork, it’s a good idea to gather the information pertinent to the changes you’re going to make. For example, if you’ll be adding or removing the names and addresses of directors, you’ll need to ensure that you have the correct spellings and addresses for each.

Additionally, you’ll need to include information about the vote that approved your amendments, so be sure to have that information on hand.

Step 3: File your amendment paperwork

If you’re just changing your business name, you can file your amendment online for a quick, streamlined change. But if you’re filing any other changes, you’ll need to file the “BCA 10.30, Articles of Amendment” form.

You’ll need to download this from the Secretary of State’s website and fill it out with the information you gathered in Step 2. Then, you’ll mail or deliver it directly to the Department of Business Services. At the time of this writing, the filing fee is $50.

As soon as your paperwork is processed, your filing will go into effect.

Illinois Articles of Amendment vs. Restated Articles of Organization

Illinois law also allows business owners to restate the LLC’s Articles of Organization. Restated Articles of Organization operate like Articles of Amendment because they can list amendments to the LLC’s original Articles of Organization. Unlike Articles of Amendment, however, Restated Articles of Organization serve to definitively clarify an LLC’s Articles of Organization after multiple changes have been made over time. So, Restated Articles of Organization are best to use if you’ve repeatedly made Illinois LLC amendments over time. You can find the Restated Articles of Organization form online, and you can file it in person or by mail.

For corporations, you would restate the Articles of Incorporation by using Form BCA 10.30R, “Articles of Amendment Restated Articles of Incorporation.”

If you don’t know whether your LLC needs Restated Articles of Organization or Articles of Amendment, our Worry-Free Compliance service might be a good resource to help you navigate the process.

Illinois Articles of Amendment vs. Statement of Correction

If you’ve just made a simple mistake in your business formation documents, you don’t necessarily have to file a full Articles of Amendment form. Instead, you can file the Statement of Correction form. The statement of correction is for fixing errors only; you can’t use it to make substantive changes. But if you only need to make a correction, then you’ll just have to file the Statement of Correction. Doing so is cheaper; it costs $25 for LLCs and $50 for corporations. For LLCs, you would use Form LLC-5.47. For corporations, it’s Form BCA 1.15.

Let us handle the paperwork so you can grow your business

Every business needs to make changes from time to time. Although this process can be complicated, we’re standing by to help. We offer an amendment service so that you can make the changes you need to your LLC’s Articles of Organization or your corporation’s Articles of Incorporation. Our Worry-Free Compliance service provides even more help. Not only will we alert you to critical filing deadlines, but we will also give you a hand with your annual filings. Our service even includes two free annual amendments and lays out a course of action if your business ever falls out of good standing. Looking for something else? Take a look at our full slate of formation and compliance services and see how we can help you grow your Illinois business today!