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How To Reinstate An Illinois Corporation

 

Reinstate Or Revive An Illinois Corporation:

To reinstate your corporation in Illinois, you submit in duplicate the completed BCA 12.45/13.6, Application for Reinstatement Domestic/Foreign Corporations form with the filing fee by mail or in person to the Illinois Secretary of State. You must also provide at the same time, all back annual reports and their annual fees, as well as delinquent franchise taxes, penalties and interest. If you voluntarily dissolved your Illinois Corporation, you will have to file new Articles of Incorporation, unless the corporation decides to revoke the dissolution within 60 days of the date of the filing of the articles of dissolution. In that case you may file Articles of Revocation of Dissolution.

How much will it cost to revive an Illinois Corporation?

The filing fee for application for reinstatement is $200, plus all delinquent annual reports and fees, and delinquent franchise taxes, penalties and interest. The penalty varies with different corporations depending on the franchise taxes owed. The interest rate is 2% per month. You will need to call the Illinois Secretary of State for assistance in calculating your penalty. The phone number for domestic corporations is (217) 785-5782 and the number to call if your corporation is foreign is (217) 782-1837.

How long does it take the state to process the filing?

A corporate revival in Illinois will be processed in seven to ten days.

Do I need a tax clearance from the Illinois Department of Revenue?

No. Franchise taxes are collected by the Secretary of State in Illinois.

How long does your Illinois Corporation have to be inactive with the state before you wouldn’t have any fees, and would just have to start over with a new Illinois Corporation?

An Illinois Corporation that has been administratively dissolved may be reinstated at any time. You always have the option of starting over as a new corporation in Illinois if you decide that will work better for you, but you will lose your business history.

Can you change your Illinois registered agent at the same time on the Illinois reinstatement?

No, you cannot change your Illinois registered agent on the reinstatement. The correct procedure is to include the Statement of Change of Registered Agent along with the separate filing fee, with your Application for Reinstatement.

Can you change your principal address at the same time on the Illinois reinstatement form?

No. The Illinois Secretary of State would have you file Articles of Amendment with that separate filing fee if you need to change your address with your reinstatement.

Can you change your officers and directors at the same time on the Illinois reinstatement form?

No. Use Articles of Amendment for that change.

How many annual reports can you miss before you can’t revive your Illinois Corporation?

Since 2001 the Illinois Secretary of State has removed all time limits from an administratively dissolved corporation. You may reinstate a business at any time or start a new company.

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