The procedure for effecting a name change of an
Illinois limited liability company by filing Articles of Amendment
on-line is a simple step-by-step process that can be completed in
minutes. It may be beneficial to have a blank copy of form LLC-5.25
on hand before beginning.
All name-change amendments filed on-line will be
processed on an "expedited" basis, or reviewed by Department
personnel within 24 hours (excluding weekends and holidays). As a
result, the statutory amount required to effect a name-change
amendment on-line will be $250, comprised of the $150 filing fee and
the $100 expedited service fee.
Companies that can file a
name-change amendment on-line:
In order to effect a name
change on-line, the limited liability company:
- must be an Illinois limited liability company;
- must be in good standing;
- may not be authorized to establish series;
- do not require a post-effective date; and
- must be able to execute the document by a single manager or,
if there are no managers, by a single member.
Companies that cannot file a
name-change amendment on-line:
Limited liability companies
that:
- were organized under a jurisdiction other than the State of
Illinois;
- are not in good standing;
- are authorized to establish series;
- desire a post-effective date; or
- must execute the report through the use of "layered
signatures" or by power of attorney. (All documents executed by
power of attorney must be accompanied by a copy of the
authorization.)
Changes that cannot be made
on-line:
Only amendments effecting the name change of a
domestic limited liability company can be filed on-line. Articles of
Amendment seeking to make any other change must be filed by using
the appropriate paper form, which could include LLC-5.25 for
domestic LLC's, LLC-5-30 for domestic LLC's wishing to effect a
restatement of their Articles of Organization, or LLC-45.25 Amended
Application for Admission of a foreign limited liability
company.
Execution
All
domestic Articles of Amendment, whether filed electronically or on
paper, must be executed by a manager, or if there are no managers,
by a member. As indicated earlier, any amendment requiring execution
by use of "layered signatures" or by power of attorney cannot be
filed electronically but must instead be filed using the paper
version of the appropriate form.
Payment of
fees
Payment of fees due in connection with the on-line
filing of a name change amendment may only be made by using an
electronic fund transfer or a Visa, MasterCard, Discover or American
Express credit card. Payment of all fees due is required during the
electronic filing process. If payment by electronic fund transfer is
ultimately denied, the filing of the Articles of Amendment effecting
the name change will be voided and the event treated as though never
occurring, thus immediately placing the company in delinquent
status.
Processing and
acknowledgement:
Once you have completed the steps to
effect a name change amendment, the information will be reviewed by
a specialist from the Springfield Office of the Department of
Business Services. This review will take place within 24 hours of
your submission, excluding weekends and holidays. If it is
determined that the proposed new name of the domestic limited
liability company is available and otherwise complies with statute,
you will be notified of the approval by e-mail. You may then
conclude the process by providing payment, after which a "filed"
copy of the Articles of Amendment effecting the name change will be
e-mailed to you. Note that the actual date of "filing" will be the
date that payment is provided, and not necessarily the date of the
original submission. If the settings of your computer do not allow
you to open the document, or if our message is erroneously blocked
as "spam", you will be able to return to our website after 24 hours
and retrieve a copy of the document at no extra charge for a period
of 30 days.
If, however, the review by the Department reveals
that the proposed new name is not available for use or that some
other defect exists, you will be notified of the matter by e-mail
and allowed to choose an alternate name or otherwise remedy the
defect.
Questions about an
amendment?
You may call our office at 217-524-8008 during
normal workdays between the hours of 8:00 a.m. and 4:30 p.m.,
Central time. A trained specialist will be glad to help you with any
problems or concerns relating to the filing requirements of limited
liability companies.
Need forms?
Paper
versions of all forms pertaining to the filing requirements of the
Illinois Limited Liability Company Act, including those referenced
above, can be obtained from the Limited
Liability Company publications section.
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