Filings Required To Close Out An Illinois Business Entity

Just posted on Slideshare a detailed checklist of business actions, federal and state income and UI and sales tax forms to file, and entity-specific forms to file with the Business Services Division of the Secretary of State in order to close out an Illinois business entity. For details, see http://www.slideshare.net/wpriceiit/filings-required-to-close-out-an-illinois-business-entity

Illinois General Assembly Passes Corporation Dissolution And Reinstatement Bill

The Illinois General Assembly House and Senate passed SB 1098, which contained two sets of provisions originally drafted by the Institute for Illinois Business Law. The first set allows reinstatement within three years after entity dissolution without personal liability for intervening acts by officers and directors continuing the business of the dissolved entity. The second amends…

What advantages and disadvantages are there to Illinois S corporations and LLCs with an S Corp Election?

Both S corporations and limited liability companies (LLC’s)  are generally similarly treated in Illinois for liability and tax purposes, particularly if an S corporation election is in effect for the LLC. Internal organization statutes are different. What is similar is that there is liability limitation to investment in either type of entity, similar veil piercing doctrines, an…

Illinois Noncompete Contract Limits Decision

A recent Illinois Appellate Court case, Fifield and Enterprise Finance Group, Inc. v. Premier Dealer Services, Inc., 2013 IL App (1st) 120327, held that a noncompetition agreement is not valid and enforceable if an employee is fired or resigns within two years. A copy of the decision is available at: http://www.state.il.us/court/Opinions/AppellateCourt/2013/1stDistrict/1120327.pdf. The offer here was made…

Illinois “Click-Through” Sales Tax Preempted

The Illinois Supreme Court ruled 6-1  that the US Constitution, which makes federal laws supreme over state law, and  federal “Internet Tax Freedom Act”, 47 U.S.C. § 15 ff., prohibit new state Retailers Occupation Tax and Service Use tax sections (35 ILCS 105/2(1.1) and 35 ILCS 110/2(1.1). These changed the definition of what it meant to have a taxable physical presence in Illinois to…