Illinois Form NFP 114.05 is the annual report every domestic and foreign not-for-profit corporation registered in Illinois must file with the Secretary of State before the first day of its anniversary month. The filing fee is $10, rising to $13 if late, and the report confirms the corporation’s name, registered agent, registered office, and officers as they appear in state records. Missing it can lead to administrative dissolution.
Who Files and by When
The report applies to every not-for-profit corporation incorporated in Illinois and every foreign not-for-profit authorized to conduct affairs in the state. The deadline is the first day of your corporation’s anniversary month — the month you originally incorporated or registered. A March incorporation means the report is due before March 1 each year.
An authorized officer of the corporation must sign the form. If you’re new to the role or unsure what the state currently has on file, check the Secretary of State’s online business database before you start. Several items on the form ask you to confirm information already on record, and a mismatch causes rejections.
What the Form Asks For
The form walks through the corporation’s details in numbered items. Accuracy is the whole point of the exercise.
- Item 1 — Corporate name: enter the exact legal name as it appears in the Secretary of State’s records.
- Item 2 — Registered agent and registered office: confirm the agent’s name and the office address currently on file.
- Item 6: the form’s instructions stress that this item must be completed. Leaving it blank can trigger a late penalty or involuntary dissolution.
- Item 8 — Signature: an authorized officer must sign. Unsigned filings are rejected.
Illinois law requires every not-for-profit corporation to continuously maintain a registered agent and registered office in the state.1Illinois General Assembly. 805 ILCS 105 General Not For Profit Corporation Act of 1986 – Section 105.05 The annual report is how the state verifies that requirement is still being met.
Filing Online or by Mail
You can file Form NFP 114.05 online or on paper. Online filing runs through the Secretary of State’s website at ilsos.gov, under Business Services for NFP Annual Reports.2Illinois Secretary of State. Business / Not-for-Profit Corporations It’s faster and skips the mail-delay risk near the deadline.
Mailing requires two identical signed copies sent to the Department of Business Services in Springfield. The mailing address is printed on the form, which you can download from the Secretary of State’s publications page.3Illinois Secretary of State. Not For Profit Corporations Publications and Forms After processing, one stamped copy comes back to you as proof of filing. Type or print clearly; illegible forms get bounced.
Fees and Payment
The on-time filing fee is $10. A $3 statutory penalty applies to late filings, so the total becomes $13 once the deadline passes. Mail payments go by check or money order payable to the Secretary of State. Cash is not accepted.4Illinois Secretary of State. Form NFP 114.05 – Domestic/Foreign Corporation Annual Report
Expedited processing costs an extra $25 on top of the base fee.3Illinois Secretary of State. Not For Profit Corporations Publications and Forms Worth considering if you’re filing close to the deadline and want quick confirmation.
What the Annual Report Cannot Change
Two updates people often try to squeeze into the annual report simply won’t work on this form. You cannot change the corporate name here; a name change requires Articles of Amendment on Form NFP 110.30. You also cannot change the registered agent or registered office through the annual report. Those updates require Form NFP 105.10/105.20, filed separately. If either has changed, file the correct form first so the annual report matches what the state has on record.
If You Miss the Deadline
Missing the annual report is one of the most common ways Illinois nonprofits lose corporate status. Under the General Not For Profit Corporation Act, the Secretary of State can administratively dissolve a corporation that fails to file the annual report before the first day of its anniversary month.5Illinois General Assembly. 805 ILCS 105 General Not For Profit Corporation Act of 1986 – Section 112.35 The same result can follow if the corporation fails to maintain a registered agent, fails to pay required fees, or misrepresents information in its filings.
Dissolution doesn’t happen overnight. The Secretary of State first sends a Notice of Delinquency by regular mail to the corporation’s registered office. If the corporation doesn’t fix the problem within 90 days, the state issues a certificate of dissolution.6Illinois General Assembly. 805 ILCS 105 General Not For Profit Corporation Act of 1986 – Section 112.40 Once that certificate issues, the corporation’s legal existence ends. A dissolved organization can only take actions necessary to wind down.
Reinstatement is possible through the Secretary of State’s NFP Reinstatements process, and the state protects the dissolved corporation’s name for three years after dissolution so another organization can’t claim it during that window.7Illinois General Assembly. 805 ILCS 105 General Not For Profit Corporation Act of 1986 – Section 112.438Illinois Secretary of State. Business Services Filing on time is the simpler path.
Mistakes That Get Filings Rejected
Most rejections trace to a handful of preventable errors:
- Trying to change the registered agent on the annual report. Use Form NFP 105.10/105.20 instead.
- Trying to change the corporate name on the annual report. Use Form NFP 110.30.
- Leaving Item 6 blank. The form warns this alone can trigger a penalty or dissolution proceedings.
- Forgetting the Item 8 signature. Unsigned forms are treated as if never filed.
- Sending only one copy by mail when two are required.
- Sending $10 after the deadline. Once late, the full $13 is required.
If any detail on file is unclear, look it up in the Secretary of State’s online business database before you submit. Fixing a mismatch on the front end is faster than untangling one with the Department of Business Services after the fact.