§ 45-5 — Admission to transact business

Illinois § 45-5

• Jurisdiction: Illinois
• Topic: BUSINESS AND EMPLOYMENT
• Ch. 805: BUSINESS ORGANIZATIONS
• Act 805 ILCS 180/: Limited Liability Company Act.
• Art.: Article 45 - Foreign Limited Liability Companies

Text

(a) Except as provided in Article V of the Illinois Insurance Code, before transacting business in this State, a foreign limited liability company shall be admitted to do so by the Secretary of State. In order to be admitted, a foreign limited liability company shall submit to the Office of the Secretary of State an application for admission to transact business as a foreign limited liability company setting forth all of the following: (1) The name of the foreign limited liability company and, if different, the name under which it proposes to transact business in this State. (2) The jurisdiction, date of its formation, and period of duration. (3) A certificate stating that the company is in existence under the laws of the jurisdiction wherein it is organized executed by the Secretary of State of that jurisdiction or by some other official that may have custody of the records pertaining to limited liability companies (or affidavit from an appropriate official of the jurisdiction that good standing certificates are not issued or other evidence of existence which the Secretary of State shall deem appropriate). (4) The name and business address of the proposed registered agent in this State, which registered agent shall be an individual resident of this State, a domestic corporation, or a foreign corporation having a place of business in, and authorized to do business in, this State; if the registered agent is a corporation, the corporation must be authorized by its articles of incorporation to act as a registered agent. (5) The address, including street and number, rural route number or 911 address, where applicable, of its principal place of business. (6) The purpose or purposes for which it was organized and the purpose or purposes which it proposes to conduct in the transaction of business in this State. (7) A statement whether the limited liability company is managed by a manager or managers or whether management of the limited liability company is vested in the members. (8) A statement that the Secretary of State is appointed the agent of the foreign limited liability company for service of process under the circumstances set forth in subsection (b) of Section 1-50. (9) All additional information that may be necessary or appropriate in order to enable the Secretary of State to determine whether the limited liability company is entitled to transact business in this State. (b) No foreign limited liability company shall transact in this State any business that a limited liability company formed under the laws of this State is not permitted to transact. A foreign limited liability company admitted to transact business in this State shall, until admission is revoked as provided in this Act, enjoy the same, but no greater, rights and privileges as a limited liability company formed under the laws of this State. (c) The acceptance and filing by the Office of the Secretary of State of a foreign limited liability company's application shall admit the foreign limited liability company to transact business in the State.

Legislative History

(Source: P.A. 98-171, eff. 8-5-13.)