UPDATE – SFGH Client Alert – Illinois Secretary of State Extends Deadlines for UCC Filings and Annual Reports for Corporations, LLCs, and Other Business Entities in Response to COVID-19
May 12, 2020, by David Madden, Counsel, Sugar Felsenthal Grais & Helsinger LLP
The Illinois Secretary of State has issued an amended Emergency Rule further extending deadlines for certain business filings to at least August 17, 2020.
The Emergency Rule applies to the following filings due on or after March 17, 2020:
- Annual reports for corporations, limited liability companies (LLCs), not for profit corporations, limited partnerships, and other business entities filing annual reports with the Illinois Secretary of State under Chapter 805 of the Illinois Compiled Statutes.
- UCC (Uniform Commercial Code) documents, federal tax liens, and other UCC-related materials filed with the Illinois Secretary of State under Chapter 810 of the Illinois Compiled Statutes.
The Illinois Secretary of State will also waive fees for late filing of materials subject to the Emergency Rule.
Online filing for many annual reports, UCC documents, and other filings with the Illinois Secretary of State remains available at its official website.
Specifically, the Emergency Rule states that the deadlines will be extended to 90 days after the expiration of Governor Pritzker’s April 30, 2020 disaster proclamation, which is in effect through May 30, 2020. If the disaster proclamation is extended past May 30, 2020, then the deadlines under the Emergency Rule will also be extended.
However, by law the Emergency Rule must expire no later than August 17, 2020, which is 150 days after its original effective date of March 20, 2020. August 17, 2020 is before the end of the 90-day extension, resulting in ambiguity regarding whether the 90-day extension will continue to apply after the Emergency Rule expires. To be safe, businesses should assume the deadline is August 17, 2020. The Secretary of State has proposed regulations to further extend the deadlines in the event the disaster proclamation continues past August 17, 2020, but they have not yet been adopted as of this writing. The full text is here (pages 5,710-5,721 for the proposed regulations and 6,601-6,629 for the amended Emergency Rule).
SFGH remains open for business during the COVID-19 crisis. Please contact David Madden or any SFGH attorney with questions or concerns about your business needs.