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Illinois Corporation Filing Fees and Requirements

Illinois corporations must file an annual report, pay a franchise tax, and file Form IL-1120 each year. Here are the fees, deadlines, and forms you need to stay in good standing.

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Illinois corporation filing requirements at a glance

Filing fee: $75 annual report fee (franchise tax calculated separately based on paid-in capital allocated to Illinois)

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State agency: Illinois Secretary of State, Department of Business Services

Annual report due: By the last day of the month before the corporation's anniversary month of incorporation

State tax rate: Form IL-1120 due the 15th day of the 4th month after the close of the tax year (most corporations)

Ongoing Illinois corporation filing requirements

Illinois corporations have several ongoing filing requirements to stay in good standing: an annual report filed with the Secretary of State, a franchise tax paid alongside that report, and a corporate income and replacement tax return filed with the Illinois Department of Revenue each year. Missing any of these can put your corporation's standing at risk.

Annual report filing

Illinois corporations must file an annual report with the Illinois Secretary of State each year to keep their registration current. The standard state filing fee is $75, not including any franchise tax owed. The annual report is due by the last day of the month before the corporation's anniversary month — so if your corporation was formed on January 15, the report is due by December 31 each year.

You can file online through the Illinois Secretary of State's Business Services system or by mail using Form BCA 14.05. The annual report includes your corporation's name, file number, registered agent information, principal business address, state of incorporation, and current officer and director information.

Franchise tax

Illinois imposes a corporation franchise tax based on the amount of paid-in capital allocated to Illinois — the money investors paid for shares in your corporation. This is separate from the income and replacement taxes filed with the Illinois Department of Revenue.

The annual franchise tax is imposed at a rate of 0.10% on paid-in capital represented in Illinois, subject to statutory minimum and maximum amounts. If your corporation increases its paid-in capital, an additional franchise tax applies at 0.15% on the increase — and unlike the annual component, that additional tax has no maximum cap. Illinois is one of the few states that still ties an ongoing tax to capital structure rather than income, which catches some business owners off guard.

Illinois corporate income and replacement tax

Illinois corporations must file Form IL-1120, the Illinois Corporation Income and Replacement Tax Return, each year. You need to file if your corporation has net income or loss under the Illinois Income Tax Act, or if it's qualified to do business in Illinois and required to file a federal income tax return — regardless of whether you had net income.

For most corporations, Form IL-1120 is due on the 15th day of the 4th month after the close of the tax year. If your tax year ends on June 30, the due date shifts to the 15th day of the 3rd month after the close of the tax year. A tax professional can help you figure out the right deadline for your corporation's fiscal year.

Employer Identification Number

Every corporation needs an Employer Identification Number (EIN) from the IRS. You'll use it to open a business bank account, file federal and state taxes, and pay employees. You can apply for an EIN at no cost through the IRS website at irs.gov/ein.

Corporate bylaws

Illinois law requires corporations to have bylaws, though you don't file them with the state. Your bylaws govern how the corporation operates — covering things like board meetings, officer roles, and voting procedures. Keep a copy at your corporation's principal address. Illinois requires at least 1 director, and the number of directors can be fixed in the bylaws or articles of incorporation.

Foreign corporation registration

If your corporation was formed in another state but is doing business in Illinois, you need to register as a foreign corporation with the Illinois Secretary of State. File Form BCA 13.15 (Application for Authority to Transact Business in Illinois) along with a certified copy of your Articles of Incorporation from your home state — typically dated within 90 days of submission.

Foreign corporations must also designate and maintain a registered agent with a physical address in Illinois to receive service of process and official notices.

Business licenses and permits

Before your corporation starts doing business, check whether you need state, federal, or local licenses and permits. Requirements vary by industry, location, and the type of business you run. There's no single Illinois business license — what you need depends on your specific activities. A legal professional can help you figure out which licenses apply to your situation.

FAQ

The state filing fee to form a corporation in Illinois by filing Articles of Incorporation with the Illinois Secretary of State is [STATE_FEE]. This is a one-time fee paid at formation. It's separate from the $75 annual report fee and any franchise tax owed in subsequent years.

It depends on when your corporation was formed. The annual report is due by the last day of the month before your corporation's anniversary month of incorporation. For example, if your corporation was formed on January 15, the annual report is due by December 31 each year. The standard filing fee is $75, not including franchise tax.

Illinois imposes a franchise tax on corporations based on paid-in capital allocated to Illinois — the money paid by investors for shares in the corporation. The annual franchise tax rate is 0.10% on that allocated paid-in capital, subject to statutory minimums and maximums. If paid-in capital increases, an additional 0.15% tax applies to the increase with no maximum cap. This is separate from the Illinois corporate income and replacement tax.

For most corporations, Form IL-1120 is due on the 15th day of the 4th month after the close of the tax year. If your tax year ends on June 30, the due date is the 15th day of the 3rd month after the close of the tax year. You need to file Form IL-1120 even if your corporation had no net income, as long as it's qualified to do business in Illinois and required to file a federal return.

We charge you the state fee at cost and pay it directly to the Illinois Secretary of State on your behalf when forming your corporation. You're not paying a markup — the fee goes straight to the state.

It depends on your industry, location, and the type of business you run. Illinois doesn't have a single general business license — requirements come from a mix of state agencies, local governments, and federal regulators depending on what your corporation does. Check with your city or county clerk's office for local permits, and review your industry's state licensing board for any professional or occupational licenses.

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