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The Illinois Statement of Change form, officially known as Form LLC-1.36/1.37, serves a crucial role for limited liability companies (LLCs) in the state. This form is primarily used to update the registered agent or the registered office address, ensuring that the state has the most accurate contact information for your business. Filing this form is essential for maintaining compliance with the Illinois Limited Liability Company Act. A $25 filing fee is required, and it’s important to note that if a check is returned for any reason, the filing will be considered void. The form requires specific details, including the current and new addresses of the registered agent and office, and it must be signed by an authorized individual. Additionally, it’s vital to remember that the registered agent must be a resident of Illinois or a business entity registered with the Secretary of State. The form also emphasizes the need for accuracy, as any discrepancies could lead to penalties, including a $100 fine for failing to maintain a registered agent within a specified timeframe. Overall, understanding the ins and outs of this form can help ensure your LLC remains in good standing with the state.

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Form LLC-1.36/1.37

 

Illinois

This

Print

 

Reset

 

 

space for use by Secretary of State.

 

August 2018

Limited Liability Company Act

 

FILE #

 

 

 

 

 

 

 

 

 

 

Secretary of State

Statement of Change of Registered

 

 

 

 

 

Limited Liability Division

Agent and/or Registered Office

 

 

 

 

 

Department of Business Services

 

 

 

 

 

 

 

 

 

501 S. Second St., Rm. 351

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Springfield, IL 62756

 

Type or print clearly.

 

 

 

 

 

 

 

217-524-8008

 

 

 

 

 

 

 

 

www.cyberdriveillinois.com

This space for use by Secretary of State.

 

 

 

 

 

Payment may be made by check

Filing Fee: $25

 

 

 

 

 

payable to Secretary of State. If check

Penalty (See Note 1 on page 2.):

 

 

 

 

 

is returned for any reason this filing

 

 

 

 

 

will be void.

Approved:

 

 

 

 

 

1.Limited Liability Company name: ____________________________________________________________________

2.Name and address of registered agent and registered office as they now appear on the records of the Office of the Secre- tary of State (before change):

Registered agent:

________________________________________________________________________________

Registered office:

First Name

 

Middle Name

Last Name

 

________________________________________________________________________________

 

 

 

Number

Street

Suite No. (P.O. Box alone is unacceptable)

 

 

 

 

 

 

 

IL

 

 

 

 

________________________________________________________________________________

 

 

 

City

 

 

 

ZIP

3. Name and address of registered agent and registered office shall be (after change):

 

 

Registered agent:

________________________________________________________________________________

(See Notes)

First Name

 

Middle Name

Last Name

 

Registered office:

________________________________________________________________________________

(See Notes)

Number

Street

Suite No. (P.O. Box alone is unacceptable)

 

 

 

 

 

 

 

IL

 

 

 

 

________________________________________________________________________________

 

 

 

City

 

 

 

ZIP

4. The address of the registered office and the address of the business office of the registered agent, as changed, will be

identical.

 

 

 

 

 

5. The above change was authorized by: (check one box only)

 

 

a.

n

the members or manager, having authority to change the registered agent, registered office address or both.

b.

n

the registered agent, who is changing only the registered office address.

 

 

6. The undersigned affirms, under penalties of perjury, having authority to sign hereto, that this statement of change of reg- istered agent and/or registered office is to the best of my knowledge and belief, true, correct and complete.

Dated: _______________________________, ________________

Month/DayYear

________________________________________________________

Signature

________________________________________________________

Name and Title (type or print)

________________________________________________________

If applicant is signing for a company or other entity, state name of company or entity.

Printed by authority of the State of Illinois. October 2019 — 1 — LLC 36.8

LLC-1.36/1.37

NOTES

1. A $100 penalty applies when the limited liability company fails to appoint and maintain a registered agent within 60 days of notification of the Secretary of State by the resigning agent.

2. The registered agent must reside in Illinois. A business entity acting as agent must be registered with the Secretary of State. The LLC may not act as its own registered agent.

3. The registered office must include the number and the street or road address (a PO Box with the plus-4 ZIP may be added to the physical address). The registered office address is limited to 30 characters including spaces. Consult USPS.com for help with address formatting and abbreviations.

Form Specifications

Fact Description
Governing Law The Illinois Statement of Change form is governed by the Limited Liability Company Act.
Filing Fee A filing fee of $25 is required, payable to the Secretary of State.
Registered Agent Requirement The registered agent must reside in Illinois and cannot be the LLC itself.
Penalty for Non-Compliance A $100 penalty applies if the LLC fails to appoint and maintain a registered agent within 60 days of notification.

Illinois Statement Of Change: Usage Guidelines

Once you have gathered all the necessary information, you can begin filling out the Illinois Statement of Change form. This process involves providing details about your limited liability company and the changes to your registered agent and registered office. After completing the form, you will need to submit it along with the appropriate filing fee.

  1. Obtain the Illinois Statement of Change form, also known as Form LLC-1.36/1.37.
  2. Type or print clearly in the designated spaces.
  3. In the first section, enter the name of your limited liability company.
  4. For the second section, provide the name and address of the current registered agent and registered office as they appear on the records of the Secretary of State.
  5. In the third section, fill in the name and address of the new registered agent and registered office.
  6. Ensure that the address of the registered office and the business office of the registered agent are identical, as required.
  7. In the fifth section, indicate who authorized the change by checking the appropriate box: either the members or manager, or the registered agent.
  8. Sign and date the form in the designated area, affirming that the information provided is true and correct.
  9. Print your name and title below your signature.
  10. If you are signing on behalf of a company or other entity, state the name of that entity.
  11. Prepare your payment of $25, made payable to the Secretary of State, and attach it to the form.
  12. Submit the completed form and payment to the Secretary of State's office at the address provided on the form.

Your Questions, Answered

What is the Illinois Statement of Change form?

The Illinois Statement of Change form, also known as Form LLC-1.36/1.37, is used by limited liability companies (LLCs) to update their registered agent or registered office address. This form is essential for keeping your business information current with the Secretary of State.

Why do I need to file this form?

Filing this form is necessary to ensure that your LLC has a valid registered agent and office address. A registered agent is required to receive legal documents on behalf of your business. If your information is not updated, you may face penalties or legal complications.

What is the filing fee for this form?

The filing fee for the Illinois Statement of Change form is $25. This fee must be paid by check made out to the Secretary of State. If a check is returned for any reason, the filing will be void.

How do I complete the form?

To complete the form, type or print clearly. You will need to provide the current name and address of your registered agent and office, as well as the new information. Make sure to check the appropriate box indicating who authorized the change. Finally, sign and date the form.

What happens if I do not have a registered agent?

If your LLC does not have a registered agent, you may incur a $100 penalty. This applies if you fail to appoint and maintain a registered agent within 60 days of notification by the resigning agent.

Can my LLC act as its own registered agent?

No, your LLC cannot act as its own registered agent. The registered agent must be a person or business entity that is registered with the Secretary of State and resides in Illinois.

What information is required for the registered office address?

The registered office address must include a street number and street name. A P.O. Box cannot be used as the sole address, although it can be added to the physical address. The entire address is limited to 30 characters, including spaces.

Where do I send the completed form?

Once you have completed the form, send it to the Department of Business Services at the Secretary of State's office. The address is 501 S. Second St., Rm. 351, Springfield, IL 62756. Ensure that you keep a copy for your records.

Common mistakes

  1. Incomplete Information: Failing to fill out all required fields can lead to delays or rejections. Ensure that every section of the form is completed, including the name of the limited liability company, the registered agent's name, and the addresses.

  2. Incorrect Address Format: The registered office must include a physical address. Submitting a P.O. Box alone is not acceptable. Additionally, the address should be formatted correctly, adhering to postal guidelines.

  3. Signature Issues: The form must be signed by someone authorized to make changes on behalf of the company. Not providing a signature or having an unauthorized person sign can invalidate the filing.

  4. Failure to Check the Appropriate Box: When indicating who authorized the change, ensure that only one box is checked. Miscommunication can arise from checking multiple boxes or leaving this section blank.

  5. Payment Errors: The filing fee must be paid correctly. If a check is returned for any reason, the filing will be void. Always confirm that payment is made to the correct entity and for the correct amount.

Documents used along the form

When filing the Illinois Statement of Change form, there are several other documents that may be required or useful in the process. Understanding these forms can help ensure a smooth transition and compliance with state regulations. Here’s a brief overview of five commonly associated documents.

  • Articles of Organization: This document establishes the existence of your LLC in Illinois. It includes basic information about the business, such as its name, address, and registered agent. If you're making changes, ensure your Articles of Organization reflect those updates.
  • Registered Agent Consent Form: If you are changing your registered agent, this form serves as proof that the new agent has agreed to take on this responsibility. It’s important to have this consent documented to avoid any issues with the Secretary of State.
  • Operating Agreement: While not always required, an Operating Agreement outlines the management structure and operating procedures of your LLC. If changes to the registered agent or office address affect your operational procedures, updating this document is advisable.
  • Annual Report: This form is typically filed yearly and updates the state on your LLC's status, including any changes in registered agents or addresses. Keeping this report current is crucial for maintaining good standing with the state.
  • Certificate of Good Standing: This document verifies that your LLC is compliant with state regulations and has met all necessary filing requirements. It can be particularly useful if you are seeking financing or entering into contracts.

Having these documents ready and understanding their purposes can greatly streamline the process of updating your LLC's registered agent or office address in Illinois. Always ensure that your filings are accurate and up to date to maintain compliance and avoid penalties.

Similar forms

The Illinois Statement of Change form is essential for notifying the state about changes in a limited liability company's registered agent or office. It shares similarities with several other important documents. Here are seven documents that are comparable:

  • Articles of Incorporation: This document establishes a corporation's existence and includes details about its registered agent and office. Like the Statement of Change, it requires accurate information about the entity's structure.
  • Certificate of Good Standing: This document confirms that a business entity is compliant with state regulations. It may require updates similar to those in the Statement of Change when there are modifications to the registered agent or office.
  • Annual Report: Businesses must file this report yearly to maintain their good standing. It often includes updated information about the registered agent and office, akin to the Statement of Change.
  • Change of Address Form: This document is used when a business needs to update its physical location. It serves a similar purpose to the Statement of Change when the registered office address changes.
  • Bylaws: These internal rules govern a corporation's operations. When changes occur in the registered agent or office, the bylaws may also need to be amended, reflecting a connection to the Statement of Change.
  • Application for Certificate of Authority: This form is necessary for foreign entities wishing to operate in Illinois. It requires details about the registered agent, similar to the information required in the Statement of Change.
  • Withdrawal of Registered Agent: This document is filed when a registered agent resigns. It directly relates to the Statement of Change, as it necessitates an update to the registered agent information.

Each of these documents plays a crucial role in maintaining compliance and ensuring that the state has accurate information about business entities.

Dos and Don'ts

When filling out the Illinois Statement of Change form, it is important to follow specific guidelines to ensure your submission is correct and accepted. Here are five things you should and shouldn't do:

  • Do type or print clearly to avoid any misunderstandings.
  • Don't use a P.O. Box as your registered office address; it must include a physical street address.
  • Do check all information for accuracy before submitting the form.
  • Don't leave any required fields blank; all sections must be completed.
  • Do ensure the filing fee of $25 is included with your submission, payable to the Secretary of State.

By adhering to these guidelines, you can help ensure a smooth process when filing your Statement of Change in Illinois.

Misconceptions

When it comes to the Illinois Statement of Change form, there are several misconceptions that can lead to confusion. Understanding the facts can help ensure a smooth filing process. Here’s a list of ten common misconceptions:

  1. The form is only for changing the registered agent. Many believe this form is exclusively for changing the registered agent, but it can also be used to update the registered office address.
  2. You can use a P.O. Box as the registered office address. Some think that a P.O. Box is acceptable as a registered office address. However, the registered office must include a physical street address.
  3. The filing fee is refundable. There’s a misconception that the $25 filing fee can be refunded if the filing is rejected. In reality, the fee is non-refundable.
  4. Any member of the LLC can sign the form. While it may seem that any member can sign, only those with the authority to do so should sign the form, as specified in the filing.
  5. The address of the registered agent and the registered office can be different. Some people think it’s acceptable for these addresses to differ. In fact, they must be identical according to the form's requirements.
  6. You don’t need to notify the registered agent before filing. It’s a common belief that you can file without informing the registered agent. In reality, communication with the agent is necessary, especially if their address is changing.
  7. The form can be submitted online. Many assume that the form can be filed electronically. Currently, it must be mailed or delivered in person to the Secretary of State's office.
  8. There are no penalties for late filings. Some individuals think that there are no consequences for late submissions. However, failing to maintain a registered agent can lead to a $100 penalty.
  9. Once filed, the information is permanent. It is often believed that the information submitted is permanent. In fact, changes can be made later if necessary, but they require another filing.
  10. The form is only for LLCs. While this form is designed for limited liability companies, some think it can only be used by them. However, similar processes exist for other business entities as well.

By clearing up these misconceptions, individuals and businesses can better navigate the process of filing the Illinois Statement of Change form. Ensuring accurate and timely submissions helps maintain compliance and avoid penalties.

Key takeaways

When filling out and using the Illinois Statement of Change form, it is important to keep several key points in mind:

  • Filing Fee: There is a $25 filing fee, payable to the Secretary of State. Ensure that payment is included to avoid processing delays.
  • Authorized Signatory: The form must be signed by someone with authority, such as a member or manager of the LLC.
  • Clear Information: Type or print clearly to ensure all information is legible. Incomplete or unclear forms may be rejected.
  • Registered Agent Requirements: The registered agent must reside in Illinois. A business entity acting as an agent must also be registered with the Secretary of State.
  • Address Format: The registered office address must include the street number and street name. A P.O. Box alone is not acceptable.
  • Change Authorization: Indicate who authorized the change by checking the appropriate box on the form.
  • Penalties: A penalty of $100 applies if the LLC fails to maintain a registered agent within 60 days of notification by the resigning agent.
  • Submission Location: The completed form should be submitted to the Department of Business Services at the specified address in Springfield, IL.

By keeping these takeaways in mind, individuals can ensure a smoother process when completing and submitting the Illinois Statement of Change form.