Illinois business filings, and the franchise tax nobody pays
A moving deadline, a $75 report, and an exemption that changed the math.
The Illinois annual report is due in the sixty days before the first day of your anniversary month, and costs $75 for an LLC and for a corporation. Corporations also face a franchise tax on paid-in capital, but the first $10,000 of liability is exempt from 2025, so most now owe nothing.
Work it out in a minute
Nine questions across revenue, capacity and control. Shows which of the three is costing you most, and where to start.
What we take on
The deadline moves with your anniversary
The report must reach the Secretary of State within the sixty days immediately before the first day of your anniversary month. It is not a fixed calendar date, and it is not the anniversary itself.
$75, for both entity types
An LLC pays $75 under the Limited Liability Company Act and a corporation pays $75 under the Business Corporation Act. Neither amount depends on revenue.
The LLC late penalty compounds by year
It is $100, plus a further $100 for each year or fraction beginning with the second year of delinquency, until the company is restored to good standing. Three years late is much worse than three times one year late.
Franchise tax is on paid-in capital, not income
The rate is one tenth of one percent of paid-in capital, with a statutory minimum of $25 and a maximum of $2,000,000. Revenue never enters the calculation, which is why a loss making company can still owe it.
The $10,000 exemption changed everything
From January 1, 2025 the first $10,000 of franchise tax liability is exempt. The exemption was $30 in 2020, $1,000 through 2023 and $5,000 in 2024. Most small and mid sized Illinois corporations now owe nothing.
It is exempt, not repealed
The 2019 full phase out was halted, and the tax still exists on the statute book. A company with substantial paid-in capital can exceed the exemption, and the annual report is due either way.
What usually goes wrong
The anniversary month rule is where most Illinois filings go wrong. People diarize the anniversary date itself and file a few days late, when the window actually closes on the last day before the anniversary month begins.
The LLC penalty structure is the second problem, and it is the reason a lapsed Illinois LLC is worth dealing with now rather than next year. Each further year of delinquency adds another $100 on top.
The third is stale advice about the franchise tax. Guidance written between 2019 and 2023 either says it is being repealed, which was halted, or quotes an exemption of $1,000, which has since moved to $10,000.
Because the tax is calculated on paid-in capital, a company that raised money is far more likely to owe it than a company with strong revenue and a thin cap table. That is the opposite of what most founders assume.
Late franchise tax carries a penalty of 10 percent of the delinquent amount, which is zero where the exemption already took the tax to zero. Interest runs at 2 percent per month after July 31. Checked against the official state pages in September 2026.
Questions we get
When exactly is the Illinois annual report due?
Within the sixty days immediately preceding the first day of your anniversary month, for both LLCs and corporations.
The window closes as the anniversary month opens, which is earlier than most people expect.
Do most Illinois corporations still pay franchise tax?
Most small and mid sized ones do not. The first $10,000 of liability has been exempt since January 1, 2025, and the tax is one tenth of one percent of paid-in capital.
The $75 annual report is still due regardless.
Was the franchise tax repealed?
No. A full phase out was legislated in 2019 and then halted. The tax remains, with a rising exemption that now stands at $10,000 of liability.
Treat anything written before 2025 with caution.
What does a late LLC report cost?
$100, plus another $100 for each year or fraction from the second year of delinquency onward, until good standing is restored.
The penalty is why an old lapsed Illinois LLC gets more expensive every year you leave it.
Does raising money change what we owe?
It can. Franchise tax is calculated on paid-in capital, so a funded company with no revenue is more likely to exceed the exemption than a profitable one that never raised.
Worth checking after any round.
Can you handle the calendar?
Yes. We keep the anniversary window, the paid-in capital figure and the books in one place, so nothing depends on remembering a date that moves.
The filings themselves go through the Secretary of State portal.
The other paid-in capital surprise is Delaware business filings, which calculates on shares.
More in the guides and every answer in one place.
Shaheer leads the work, with engineers, writers, filers and analysts behind him. C-suite operations for a San Francisco AI company, Six Sigma on the process side, Anthropic certified on the Model Context Protocol, ten years across eight industries. See what we have built