Learn how to complete and file the Illinois Statement of Termination for a Limited Partnership, including requirements, signatures, fees, and post-filing steps.
Illinois Filing Guide for Limited Partnership Termination
The Illinois Statement of Termination for a Limited Partnership is the official filing used to close a limited partnership once it has completed its winding-up duties. Form LP 203 must be prepared with precise information, including the LP name, original filing date, service-of-process address, and signatures from all general partners.
Illinois Statement of Termination of a Limited Partnership
The Illinois Statement of Termination of a Limited Partnership is the official filing used to close a limited partnership that no longer intends to conduct business in the state.
Form LP 203 notifies the Illinois Secretary of State that the partnership has completed its winding-up process and is ready to terminate its Certificate of Limited Partnership. Filing this document ensures the partnership is removed from state records and prevents future reporting or fee obligations.
Requirements Before Filing Form LP 203
- Complete dissolution and winding-up
Before filing the Illinois Statement of Termination of a Limited Partnership, the LP must finish all dissolution steps, including settling debts, distributing assets, and resolving any outstanding obligations. Illinois requires that termination occur only after the partnership has no remaining business activities.
Illinois Statement of Termination of a Limited Partnership
- Verify general partner authorization
Form LP 203 can only be submitted when all general partners have approved the termination. Proper authorization ensures the filing reflects the partnership’s official decision to terminate its Certificate of Limited Partnership.
- Prepare duplicate copies
Illinois requires Form LP 203 to be filed in duplicate, meaning two identical copies must be submitted. The state cannot process a termination filing without both copies.
- Include the required filing fee
A $25 fee must be submitted with the filing. The fee must be paid by check or acceptable non-cash method; cash is not allowed.
Information Required on Illinois Form LP 203
1. Limited Partnership Name
The exact legal name of the limited partnership must be listed exactly as it appears in state records. Any spelling or punctuation errors can result in processing delays.
2. Original Certificate Filing Date
The form requires the date the initial Certificate of Limited Partnership was filed with the Illinois Secretary of State. This date helps confirm the entity’s identity and filing history.
3. Service of Process Mailing Address
A complete physical address must be provided for service of process. Illinois does not accept P.O. Boxes for this requirement. The address must be suitable for receiving official notices after termination.
4. Signatures of All General Partners
All general partners must sign the Statement of Termination unless the partnership qualifies under statutory exceptions. Each signature must be original and in black ink, and partners must include their printed names and titles.
Signature and Execution Requirements
- All general partners must sign
Illinois requires every general partner to sign the Illinois Statement of Termination of a Limited Partnership, unless a statutory exception applies. This ensures the filing reflects full authorization from the partnership’s governing parties.
- Use original signatures in black ink
The Illinois Secretary of State accepts only original signatures written in black ink. This standard helps maintain clear records during scanning and prevents the form from being rejected.
- Include printed names and titles
Each general partner must print their name and title below the signature. This helps the state verify each signer’s authority and ensure the filing accurately reflects the partnership’s management.
- Add the date of signing
The signature date confirms when approval occurred, supporting the validity of the termination. Missing dates can create uncertainty and slow down the review process.
Information Required on Illinois Form LP 203
Filing Instructions for Illinois LP Termination
- File Form LP 203 in duplicate
Illinois requires two identical copies of Form LP 203 to be submitted. Filing in duplicate ensures the state can maintain both internal and public records of the termination.
- Include the required filing fee
A $25 fee must accompany the filing and must be paid by an acceptable non-cash method. If payment is returned or invalid, the filing is automatically voided.
- Submit to the Springfield office
Form LP 203 should be mailed or delivered to the Illinois Secretary of State, Department of Business Services in Springfield. Processing begins only after the state receives complete documents and payment.
- Keep an internal copy
The LP should retain an additional copy for its own records, since the state does not automatically return a stamped version. Keeping internal records helps demonstrate the completion of dissolution procedures.
Post-Filing Considerations
- Notify tax agencies and close accounts
After submitting the Illinois Statement of Termination of a Limited Partnership, the LP should close tax accounts and notify agencies of its termination. This helps avoid future notices or billing from state or local authorities.
- Finalize banking and vendor obligations
The partnership should close bank accounts, end vendor agreements, and settle any remaining obligations. Taking these steps ensures that no unexpected activity occurs under the terminated business name.
- Maintain dissolution documentation
The LP should keep all termination records, including filed forms and winding-up documents. These records may be needed for historical reference, compliance checks, or legal matters.
Common Mistakes to Avoid
- Incorrect LP name or filing date
Using a name or certificate filing date that does not match state records often causes rejection. Verifying these details beforehand helps prevent delays.
- Listing a P.O. Box
Illinois requires a physical street address for service of process, not a P.O. Box. Ensuring the address is accurate helps maintain proper legal contact availability.
- Missing general partner signatures
If any required signature is missing, the state cannot finalize the termination. Ensuring all general partners sign helps maintain compliance with filing rules.
- Using ink other than black
Forms signed in colors other than black may be rejected due to scanning issues. Using black ink ensures that signatures are clear and acceptable.
Common Mistakes to Avoid
- Filing only one copy
Submitting only one copy of Form LP 203 fails to meet Illinois duplicate filing requirements. Providing two complete copies ensures the filing can be processed without interruption.
Conclusion
Filing the Illinois Statement of Termination for a Limited Partnership requires accuracy, proper signatures, and full compliance with state rules. Once Form LP 203 is accepted, the partnership can finalize closure tasks, update tax accounts, and maintain records for future reference.
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