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Illinois Compiled Statutes
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BUSINESS ORGANIZATIONS
(805 ILCS 206/) Uniform Partnership Act (1997). 805 ILCS 206/Art. 10
(805 ILCS 206/Art. 10 heading)
ARTICLE 10
LIMITED LIABILITY PARTNERSHIP
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805 ILCS 206/1001
(805 ILCS 206/1001)
Sec. 1001.
Statement of qualification.
(a) A partnership may become a limited liability partnership pursuant to
this Section.
(b) The terms and conditions on which a partnership becomes a limited
liability partnership
must be approved by the vote necessary to amend the partnership agreement
except, in the case
of a partnership agreement that expressly considers obligations to contribute
to the partnership,
the vote necessary to amend those provisions.
(c) After the approval required by subsection (b) of this Section, a
partnership may become a
limited liability partnership by filing a statement of qualification with the
Secretary of State. The
statement must contain:
(1) the name of the partnership;
(2) the street address of the partnership's chief | | executive office and, if different, the street address of an office in this State, if any;
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(3) the name and street address of the partnership's
| | agent for service of process;
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(4) the number of partners;
(5) a brief statement of the business in which the
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(6) a statement that the partnership applies for
| | qualification as a limited liability partnership; and
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(7) a deferred effective date, if any, of an
| | application for status as a limited liability partnership.
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(d) The agent of a limited liability partnership for service of process must
be an individual
who is a resident of this State or other person authorized to do business in
this State.
(e) The status of a partnership as a limited liability partnership is
effective on the later of the
filing of the statement or a date specified in the statement and the receipt by
the Secretary of
State of the required fee. The status remains effective for one year after the
date
a statement of qualification is filed, regardless of changes in the
partnership, unless the
partnership voluntarily withdraws by filing a statement of withdrawal, in which
event the status
of the partnership as a limited liability partnership shall terminate on the
date such statement is
filed or, if later, a date specified on the statement.
(f) The status of a partnership as a limited liability partnership and the
liability of its partners
is not affected by errors or later changes in the information required to be
contained in the
statement of qualification under subsection (c) of this Section.
(g) The filing of a statement of qualification establishes that a
partnership has satisfied all
conditions precedent to the qualification of the partnership as a limited
liability partnership.
(h) An amendment or cancellation of a statement of qualification is
effective when it is filed
or on a deferred effective date specified in the amendment or cancellation.
(i) The Secretary of State shall register as a limited liability partnership
any partnership that
submits a completed application with the required fee.
(j) The Secretary of State shall provide statements for registration
application, renewal of
registration and voluntary cancellation.
(Source: P.A. 92-740, eff. 1-1-03.)
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805 ILCS 206/1002
(805 ILCS 206/1002)
Sec. 1002.
Name.
The name of a limited liability partnership must end with "Registered Limited
Liability
Partnership", "Limited Liability Partnership", "R.L.L.P.", "L.L.P.", "RLLP", or
"LLP".
(Source: P.A. 92-740, eff. 1-1-03.)
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805 ILCS 206/1003
(805 ILCS 206/1003)
Sec. 1003. Renewal statements.
(a) A limited liability partnership, and a foreign limited liability
partnership authorized to
transact business in this State, shall file a renewal statement in the Office
of
the Secretary of State
which contains:
(1) the name of the partnership;
(2) the street address of the partnership's chief | |
(3) the name and street address of the partnership's
| | agent for service of process;
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(4) the number of partners in the limited liability
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(5) a brief statement of the business in which the
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(6) if the partnership is a foreign limited liability
| | partnership, a current certificate of status in good standing as a registered limited liability partnership under the laws of that state or jurisdiction.
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(b) Qualification as a limited liability partnership, whether pursuant to an original statement
or a renewal statement, is renewed if, during the 60 day period preceding the
date the initial
statement or renewal statement otherwise would have expired, the partnership
files with the
Secretary of State a renewal statement. A renewal statement expires one year
after the date an
original statement would have expired if the last renewal of the statement had
not occurred. Proof of the satisfaction of the Secretary of State that, prior to the expiration date, the renewal statement together with all fees prescribed by this Act was deposited in the United States mail in a sealed envelope, properly addressed, with postage prepaid, shall be deemed a compliance with this requirement. If the Secretary of State finds that the report conforms to the requirements of this Act, he or she shall file it. If the Secretary of State finds that it does not conform, he or she shall promptly return it to the limited liability partnership for any necessary corrections, in which event expiration will not occur if the statement is corrected to conform to the requirements of this Act and returned to the Secretary of State within 30 days of the date the report was returned for corrections.
(c) The Secretary of State shall renew the registration of any limited
liability partnership of
any partnership that timely submits a renewal statement with the required fee.
(d) The Secretary of State shall, from information received from the Illinois Commerce Commission, compile and keep a list of all domestic and foreign limited liability partnerships that are regulated pursuant to the provisions of the Public Utilities Act, or the Collateral Recovery Act, or the Personal Property Storage Act, or Chapter 18a, 18c, or 18d of the Illinois Vehicle Code and which hold, as a prerequisite for doing business in this State, any franchise, license, permit or right to engage in any business regulated by such Acts.
(e) Each month the Secretary of State shall, by written notice, advise the Chief Clerk of the Illinois Commerce Commission of any limited liability partnership on the list maintained under subsection (d) whose status as a limited liability partnership has expired within the month.
(f) The Secretary of State and the Illinois Commerce Commission may provide each other the information required under this Section in an electronic format, including, without limitation by means of such agreed access, those records of the Secretary of State that will provide the Illinois Commerce Commission the information it requires under the statutes it administers. The provision of information under this Section shall begin as soon as is practicable, but in no event later than October 1, 2020.
(Source: P.A. 101-494, eff. 1-1-20.)
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805 ILCS 206/1004 (805 ILCS 206/1004) Sec. 1004. Reinstatement of limited liability partnership status. (a) A partnership whose status as a limited liability partnership or foreign limited liability partnership has expired as a result of the failure to file a renewal report required by Section 1003 may reinstate such status as a limited liability partnership or foreign limited liability partnership upon: (1) the filing with the Secretary of State of an | | application for reinstatement;
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| (2) the filing with the Secretary of State of all
| | reports then due and becoming due; and
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| (3) the payment to the Secretary of State of all fees
| | then due and becoming due.
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| (b) The application for reinstatement shall be executed and filed in duplicate in accordance with Section 105 and shall set forth all of the following:
(1) the name of the limited liability partnership at
| | (2) the date of expiration;
(3) the name and address of the agent for service of
| | process; provided that any change to either the agent for service of process or the address of the agent for service of process is properly reported.
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| (c) When a partnership whose status as a limited liability partnership or foreign limited liability partnership has expired has complied with the provisions of this Section, the Secretary of State shall file the application for reinstatement.
(d) Upon filing of the application for reinstatement: (i) status as a limited liability partnership or foreign limited liability partnership shall be deemed to have continued without interruption from the date of expiration and shall stand revived with the powers, duties, and obligations, as if it had not expired, and (ii) all acts and proceedings of its partners, acting or purporting to act in that capacity, that would have been legal and valid but for the expiration shall stand ratified and confirmed.
(Source: P.A. 97-839, eff. 7-20-12.)
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805 ILCS 206/1005 (805 ILCS 206/1005) Sec. 1005. Resignation of agent for service of process upon a limited liability partnership. (a) The agent for service of process may at any time resign by filing in the Office of the Secretary of State written notice thereof and by mailing a copy thereof to the limited liability partnership at its chief executive office. The notice must be mailed at least 10 days before the date of filing thereof with the Secretary of State. The notice shall be executed by the agent for service of process. The notice shall set forth all of the following: (1) The name of the limited liability partnership | | for which the agent for service of process is acting.
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| (2) The name of the agent for service of process.
(3) The address, including street, number, city, and
| | county of the limited liability partnership's then address of its agent for service of process in this State.
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| (4) That the agent for service of process resigns.
(5) The effective date of the resignation, which
| | shall not be sooner than 30 days after the date of filing.
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| (6) The address of the chief executive office of the
| | limited liability partnership as it is known to the agent for service of process.
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| (7) A statement that a copy of the notice has been
| | sent by registered or certified mail to the chief executive office of the limited liability partnership within the time and in the manner prescribed by this Section.
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| (b) A new agent for service of process must be placed on record within 60 days after an agent's notice of resignation under this Section.
(Source: P.A. 97-839, eff. 7-20-12.)
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