Illinois has made an administrative rule change that went into effect on January 1st, 2020 affecting the requirements for Articles of Organization (used to form a domestic LLC) and Applications for Admission to Transact Business (used to register a foreign LLC in Illinois).
When the manager listed on those documents is an entity, rather than an individual, a Good Standing Certificate from the entity manager’s domestic state is required if that entity is not registered in Illinois. For entities filing the Application for Admission, this is in addition to the Good Standing Certificate required for the qualifying LLC. Additionally, a Good Standing Certificate must also be provided when filing an amendment or annual report that adds a new entity manager that is not registered in Illinois.
The memo about this change sent to service companies from the Secretary of State does not specify the currency of the Good Standing Certificate required for a managing entity, but it’s safe to assume that Illinois’ 60-day rule will apply both to the Good Standing Certificate for the LLC and the Good Standing Certificate for the entity manager.
If you have any questions, please contact your COGENCY GLOBAL service specialist.