Updated September 3, 2026. Quick answer: an Illinois for-profit corporation dissolves by filing Articles of Dissolution under 805 ILCS 5/12.20 for $5, and Illinois does not gate the filing on a tax clearance certificate.
The filing, and what Illinois calls it
Illinois files Articles of Dissolution under 805 ILCS 5/12.20, effective on the Secretary of State’s filing date, after the shareholder vote authorized under 5/12.15.
The tax clearance question
Illinois does not gate the Articles of Dissolution on a tax clearance certificate. No separate clearance certificate is required. Instead, § 12.20(a)(6) requires the Articles of Dissolution themselves to self-disclose the information needed to determine any unpaid fees or franchise tax, and Illinois franchise tax is administered by the Secretary of State’s own office, not the Department of Revenue. (805 ILCS 5/12.20(a)(6)) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.
Creditors and the claims window
Illinois makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 120-day claims-bar window. Optional (§ 12.75(a): ‘may bar known claims’). Known-claims deadline is not less than 120 days from notice, with 90 days to sue after rejection; a separate 5-year general survival period covers claims against the corporation, its directors, and shareholders after dissolution. (805 ILCS 5/12.75, 5/12.80)
What the filing costs
The Articles of Dissolution carries a $5 filing fee. Quoted directly in the fee statute itself: ‘Filing articles of dissolution, $5.’
What this page does not answer
Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Illinois’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.
This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.
This page covers a for-profit business corporation. If you are closing an LLC in Illinois instead, the filing, fee and statute are different: see dissolving an LLC in Illinois.
Sources
Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.
- 805 ILCS 5/12.15, 12.20, 12.75, 12.80: https://www.ilga.gov/legislation/ilcs/ilcs4.asp?DocName=080500050K12.20
- 805 ILCS 5/15.10 (fee schedule): https://www.ilga.gov/legislation/ilcs/ilcs4.asp?DocName=080500050K15.10
- Illinois Dept. of Revenue, Closing a Business: https://tax.illinois.gov/businesses/close.html