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How to Shut Down a Business in Illinois

Complete guide to dissolving your business entity with the Illinois Secretary of State, Business Services Department.

Quick Answer

To dissolve a business in Illinois, file Articles of Dissolution with the Illinois Secretary of State, Business Services Department. The LLC filing fee is $5 and corporation fee is $5. Illinois requires tax clearance from the Illinois Department of Revenue before dissolution. Standard processing takes 5-10 business days.

Quick Facts

Filing Agency Illinois Secretary of State, Business Services Department
Website https://www.ilsos.gov/
LLC Dissolution Fee $5
Corporation Dissolution Fee $5
Tax Clearance Required Yes
Processing Time 5-10 business days
Online Filing No
Phone (217) 524-8008

LLC Dissolution in Illinois

Form
Articles of Dissolution
Fee
$5
Online
No
Processing
5-10 business days
Download Form →

Steps to Dissolve an LLC

  1. 1 Vote to dissolve the LLC per your operating agreement
  2. 2 Wind up business affairs and settle all debts and obligations
  3. 3 File final tax returns with Illinois Department of Revenue
  4. 4 Obtain tax clearance from Illinois Department of Revenue
  5. 5 Complete Form LLC-35.15 (Articles of Dissolution)
  6. 6 File in duplicate with the Secretary of State with $5 filing fee
  7. 7 Notify creditors and claimants of dissolution
  8. 8 Cancel any licenses, permits, and assumed business names

Corporation Dissolution in Illinois

Form
Articles of Dissolution
Fee
$5
Online
No
Processing
5-10 business days
Download Form →

Steps to Dissolve a Corporation

  1. 1 Obtain board of directors resolution authorizing dissolution
  2. 2 Obtain shareholder approval of dissolution
  3. 3 Wind up business affairs and settle all obligations
  4. 4 File final tax returns with Illinois Department of Revenue
  5. 5 Obtain tax clearance from Illinois Department of Revenue
  6. 6 Complete Form BCA 12.20 (Articles of Dissolution)
  7. 7 File in duplicate with the Secretary of State with $5 filing fee
  8. 8 Notify creditors and claimants of dissolution
  9. 9 Cancel any licenses, permits, and assumed business names

Tax Requirements

Tax Clearance Required
Yes
Final Return Required
Yes

Tax Agency: Illinois Department of Revenue

https://tax.illinois.gov/

Phone: (217) 782-3336

Must obtain a Letter of Good Standing or tax clearance from the Illinois Department of Revenue before filing dissolution. File final income tax return, sales tax return, and withholding tax returns.

Additional Requirements

Publication Required: Yes

Must publish dissolution notice once per week for three consecutive weeks in a newspaper in the county of the registered office.

Creditor Notification: Must notify known creditors in writing with deadline for submitting claims
Employee Notification: Illinois WARN Act requires 60 days notice for mass layoffs (75+ employees)
Board/Member Approval: LLC: Majority vote of members or per operating agreement. Corporation: Board resolution followed by two-thirds shareholder approval.
Winding Up Period: Entity continues to exist for purpose of winding up after dissolution
Registered Agent: Registered agent must be maintained until dissolution is complete and all annual reports are current

Contact Information

Agency: Illinois Secretary of State, Business Services Department

Address: 501 S. Second Street, Suite 328, Springfield, IL 62756

Phone: (217) 524-8008

Website: https://www.ilsos.gov/

Online Portal: https://www.ilsos.gov/corporatellc/

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This guide is for informational purposes only and does not constitute legal advice. Information is sourced from official state websites and was last verified in 2026. Always confirm current requirements directly with the Illinois Secretary of State, Business Services Department. Consult an attorney for advice specific to your situation.