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Outline

The Illinois Statement of Change form, officially known as Form LLC-1.36/1.37, is a critical document for limited liability companies (LLCs) in the state. This form is used to officially update the registered agent and/or registered office of an LLC. It is essential for maintaining compliance with state regulations, as every LLC must have a registered agent to receive legal documents. The form requires clear and accurate information, including the current and new addresses of the registered agent and office. Additionally, it must be signed by an authorized individual, affirming the truthfulness of the information provided. A filing fee of $25 is required, and failure to maintain a registered agent can result in penalties. The form also emphasizes that the registered office must not be a P.O. Box alone and must be formatted correctly to meet state requirements. By ensuring that this form is completed and submitted properly, LLCs can avoid potential legal complications and maintain their good standing with the Secretary of State.

Sample - Illinois Statement Of Change Form

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 Information

Fact Name Details
Form Name Statement of Change of Registered Limited Liability Company Agent and/or Registered Office
Form Number LLC-1.36/1.37
Governing Law Limited Liability Company Act of Illinois
Filing Fee $25, payable to the Secretary of State
Penalty for Returned Check If a check is returned, the filing will be void
Registered Agent Requirement The registered agent must reside in Illinois
Address Format The registered office must include a number and street address; P.O. Boxes are not acceptable alone
Change Authorization The change must be authorized by members, managers, or the registered agent
Signature Requirement The form must be signed by someone with authority to act on behalf of the LLC
Submission Location Department of Business Services, Secretary of State, 501 S. Second St., Rm. 351, Springfield, IL 62756

Detailed Guide for Filling Out Illinois Statement Of Change

To complete the Illinois Statement of Change form, follow these steps carefully. Ensure all information is accurate and clearly printed. After filling out the form, it will need to be submitted to the Secretary of State along with the appropriate filing fee.

  1. Enter the name of your limited liability company in the designated space.
  2. Provide the current name and address of the registered agent and registered office as they appear on the records:
    • Registered agent's name (First, Middle, Last).
    • Registered office address (Number, Street, Suite No., City, ZIP). Note: A P.O. Box alone is not acceptable.
  3. Fill in the new name and address of the registered agent and registered office:
    • New registered agent's name (First, Middle, Last).
    • New registered office address (Number, Street, Suite No., City, ZIP). Ensure it meets the same requirements as before.
  4. Indicate that the address of the registered office and the business office of the registered agent will be identical.
  5. Select the appropriate box to indicate who authorized the change:
    • The members or manager.
    • The registered agent changing only the registered office address.
  6. Sign and date the form. Include your name and title, and if applicable, the name of the company or entity you represent.

Once the form is completed, ensure you include the $25 filing fee, payable to the Secretary of State. Submit the form to the address provided on the document. Be mindful of the requirements to avoid penalties.

Obtain Answers on Illinois Statement Of Change

  1. 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) in Illinois to officially change their registered agent or registered office address. This form is essential for maintaining accurate records with the Secretary of State.

  2. Who needs to file this form?

    Any limited liability company in Illinois that wishes to change its registered agent or the address of its registered office must file this form. It is important for ensuring that the company has a reliable point of contact for legal and official communications.

  3. What is the filing fee for this form?

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

  4. What happens if I do not maintain a registered agent?

    If a limited liability company fails to appoint and maintain a registered agent within 60 days of receiving notification from the Secretary of State, a $100 penalty will apply. This emphasizes the importance of keeping a registered agent on record.

  5. Can a business entity act as a registered agent?

    Yes, a business entity can serve as a registered agent, but it must be registered with the Secretary of State. Additionally, the LLC itself cannot act as its own registered agent. This requirement ensures that there is a separate entity responsible for receiving legal documents.

  6. What information is required on the form?

    The form requires the following information:

    • The current name and address of the registered agent and registered office.
    • The new name and address of the registered agent and registered office.
    • The authority under which the change is being made (either by the members or manager, or by the registered agent).
    • The signature of an authorized individual affirming the accuracy of the information.
  7. Are there any restrictions on the registered office address?

    Yes, the registered office address must include both a number and a street address. A P.O. Box alone is not acceptable. However, a P.O. Box can be included in the address, provided it is accompanied by a physical address. Additionally, the registered office address is limited to 30 characters, including spaces.

  8. How can I submit the form?

    The completed form can be submitted to the Secretary of State's office. It is advisable to check the official website for specific submission guidelines, including any options for electronic filing or mailing. Ensure that the payment is included with the submission to avoid delays.

Common mistakes

Filling out the Illinois Statement of Change form requires attention to detail. One common mistake individuals make is failing to provide the correct name of the limited liability company (LLC). It is essential to ensure that the name matches exactly with what is on file with the Secretary of State. Any discrepancies can lead to delays or rejections of the filing.

Another frequent error involves the registered agent's information. Some people mistakenly enter an incorrect name or address for the registered agent. The registered agent must reside in Illinois, and if a business entity is designated, it must be registered with the Secretary of State. Failing to meet these requirements can invalidate the form.

In addition, many individuals overlook the requirement that the registered office must include a street address. A P.O. Box alone is unacceptable. This mistake can result in the form being rejected. It is crucial to provide a complete address, including the street number and name.

Another issue arises when individuals do not check the appropriate box regarding authorization for the change. The form requires that the person or entity making the change affirms their authority. Failing to check the correct box can lead to confusion and potential issues with the filing.

People also often forget to sign and date the form. The signature is a critical component, affirming that the information provided is accurate. Without a signature and date, the form may be considered incomplete.

Additionally, some individuals do not pay the required filing fee. The fee for submitting the form is $25, and payment must be included with the submission. If the payment is not made, the filing will be voided.

Another common mistake is not understanding the penalty for failing to maintain a registered agent. If the LLC does not appoint and maintain a registered agent within 60 days of notification by the resigning agent, a $100 penalty applies. This is often overlooked, leading to unexpected costs.

Lastly, individuals sometimes fail to review the formatting requirements for the registered office address. The address is limited to 30 characters, including spaces. Proper formatting is essential to ensure that the address is accepted. Consulting the USPS for help with address formatting can prevent this mistake.

Documents used along the form

The Illinois Statement of Change form is essential for updating the registered agent or registered office of a limited liability company (LLC). In addition to this form, several other documents may be required or useful in the process of managing an LLC's registration and compliance. Below is a list of these documents, each described briefly.

  • Articles of Organization: This document is filed to formally establish an LLC in Illinois. It includes essential information such as the LLC's name, purpose, and the address of its registered office.
  • Operating Agreement: While not required by law, this internal document outlines the management structure and operational guidelines of the LLC. It serves as a reference for members regarding their rights and responsibilities.
  • Annual Report: LLCs must file an annual report to maintain good standing with the state. This report updates the state on the LLC's current information, including any changes in management or registered agent.
  • Certificate of Good Standing: This document verifies that an LLC is legally registered and compliant with state regulations. It may be required for various business transactions or when applying for loans.
  • Change of Registered Agent Form: Specifically used to designate a new registered agent without changing the registered office. This form ensures that the LLC maintains compliance with state requirements.
  • Resignation of Registered Agent Form: When a registered agent decides to resign, this form must be filed to officially document their departure and notify the state.
  • Certificate of Amendment: If there are significant changes to the LLC's structure or operations, this certificate may be necessary to amend the Articles of Organization officially.
  • Bylaws: Although not mandatory, bylaws can provide additional structure to the LLC, detailing the rules for internal governance and decision-making processes.
  • Tax Registration Forms: Depending on the nature of the business, various tax registration forms may be needed for state and federal tax compliance.

These documents play a crucial role in the ongoing compliance and management of an LLC in Illinois. Ensuring that all necessary forms are accurately completed and filed helps maintain good standing and avoids potential legal issues.

Similar forms

The Illinois Statement of Change form serves a specific purpose in the management of limited liability companies (LLCs). However, it shares similarities with several other documents used in business operations. Here are five documents that are comparable to the Illinois Statement of Change form:

  • Articles of Organization: This document is essential for forming an LLC in Illinois. Like the Statement of Change, it requires accurate information about the registered agent and the business address. Both documents must be filed with the Secretary of State and include details that reflect the company's structure and management.
  • Annual Report: LLCs in Illinois must file an annual report to maintain good standing. This report updates the Secretary of State on any changes to the LLC's registered agent or office address, similar to the Statement of Change, which specifically addresses these changes as they occur.
  • Statement of Withdrawal: When an LLC wishes to dissolve or withdraw from doing business in Illinois, it must file a Statement of Withdrawal. This document, like the Statement of Change, communicates important updates to the Secretary of State regarding the status of the business entity.
  • Certificate of Good Standing: This document verifies that an LLC is compliant with state regulations. If changes occur that affect compliance, such as changes in the registered agent or office address, the Statement of Change must be filed to ensure the Certificate of Good Standing remains valid.
  • Change of Registered Agent Form: This specific form is used solely to change the registered agent of an LLC. It shares a direct purpose with the Illinois Statement of Change, as both documents are designed to inform the Secretary of State about changes in representation and contact details.

Understanding these documents and their similarities can help ensure compliance and smooth operations for LLCs in Illinois.

Dos and Don'ts

When filling out the Illinois Statement of Change form, it is important to adhere to specific guidelines to ensure a smooth process. Below is a list of dos and don'ts to consider.

  • Do type or print clearly to avoid any confusion.
  • Do provide the complete name and address of the registered agent and registered office.
  • Do ensure that the registered office address includes both the street number and street name; a P.O. Box alone is not acceptable.
  • Do check the appropriate box to indicate who authorized the change.
  • Don't leave any required fields blank; all sections must be completed.
  • Don't use a P.O. Box as the sole address for the registered office.
  • Don't forget to sign and date the form; this is essential for validation.
  • Don't submit the form without the required filing fee; ensure payment is included.

Following these guidelines will help facilitate the processing of your Statement of Change form. It is essential to provide accurate and complete information to avoid any delays or complications.

Misconceptions

  • Misconception 1: The Illinois Statement of Change form can be submitted without a registered agent.

    This is not true. Every limited liability company (LLC) in Illinois must have a registered agent. The agent is essential for receiving legal documents on behalf of the company. If you fail to maintain a registered agent, you may face penalties.

  • Misconception 2: You can use a P.O. Box as your registered office address.

    Actually, a P.O. Box alone is unacceptable for the registered office. You must provide a physical street address, although you can add a P.O. Box with the plus-4 ZIP code as an additional address.

  • Misconception 3: There is no fee associated with filing the Statement of Change form.

    In reality, there is a filing fee of $25 payable to the Secretary of State. If a check is returned for any reason, the filing will be voided, so it’s important to ensure your payment goes through.

  • Misconception 4: Any member of the LLC can sign the form without authorization.

    This is misleading. The change must be authorized by either the members or the manager who have the authority to change the registered agent or office. Only those with proper authority should sign the document.

  • Misconception 5: The registered agent can be an out-of-state individual or entity.

    This is incorrect. The registered agent must reside in Illinois. If a business entity is acting as the agent, it must be registered with the Secretary of State in Illinois. Your LLC cannot serve as its own registered agent.

Key takeaways

The Illinois Statement of Change form is an important document for limited liability companies (LLCs) when updating their registered agent or registered office address. Here are key takeaways regarding its use:

  • Filing Fee: There is a $25 filing fee that must be paid to the Secretary of State. Payment can be made by check.
  • Authorized Signatures: Only members or managers with the authority to make changes can sign the form. This ensures that all changes are properly authorized.
  • Accuracy Required: The information provided must be accurate and complete. Any inaccuracies may result in penalties or the filing being deemed void.
  • Registered Agent Requirements: The registered agent must be a resident of Illinois or a business entity registered with the Secretary of State. An LLC cannot serve as its own registered agent.
  • Address Format: The registered office address must include a physical street address. A P.O. Box may be included but cannot be the sole address listed. The address is limited to 30 characters, including spaces.