Texas enacted its first LLC statute in 1993. The statute is referred to as the Illinois Limited Liability Company Act. Significant revisions were made which came in effect starting in January 1, 1998. The statute can be found at 805 ILCS 180. A link to the Act is here.

The record keeping requirements for LLCs is found at 805 ILCS 180/1-40. It requires that certain specific documents must be kept. Additionally the ILLC Act at 805 ILCS 180/10-15 provides that a member should be allowed "access for proper purposes to records pertaining to the period during which they were members."

Best Practices for Record Keeping for an Illinois LLC

The following records should be kept by any Illinois LLC.

Formation and Organization Documents
• A copy of the Articles of Organization and all amendments to it. ( 805 ILCS 180/1-40 (a)(2) "A copy of the articles of organization, as amended or restated, together with executed copies of any powers of attorney under which any articles, application, or certificate has been executed.")
• A copy of all written Company Agreements ever used. (805 ILCS 180/1-40 (a) (4) "Copies of any then effective written operating agreement and any amendments thereto . . . .")

Correspondence with the State
• Any document filed with the State concerning the LLC;
• Any document received from the State concerning the LLC.

Financial Documents
• A copy of all federal, state, and local income tax returns for each year; ( 805 ILCS 180/1-40 (a) (3) "Copies of the limited liability company's federal, State, and local income tax returns and reports, if any, for the 3 most recent years.")
• A copy of any financial statements from at least the last three years. (805 ILCS 180/1-40 (a) (4) "Copies of ... any financial statements of the limited liability company for the 3 most recent years.")

Documents Related to the Internal Operation of the LLC
• A copy of the minutes, if any, of each meeting of members and of any written consents obtained from members; (805 ILCS 180/10-15 (a) "A limited liability company shall provide members and their agents and attorneys access to its records, including the records required to be kept under Section 1-40, at the company's principal place of business or other reasonable locations specified in the operating agreement. The company shall provide former members and their agents and attorneys access for proper purposes to records pertaining to the period during which they were members.")
• Any document which discusses the amount of capital contributions of each member in terms of cash or agreed value of other property or services contributed; ( 805 ILCS 180/ 1-40 (a)(1) "A list of the full name and last known address of each member setting forth the amount of cash each member has contributed, a description and statement of the agreed value of the other property or services each member has contributed or has agreed to contribute in the future, and the date on which each became a member." )
• Any document which discusses the details of events, times, or other agreements made for further contributions to be made from members, if any; (805 ILCS 180/ 1-40 (a) (1))
• Any document which discusses the share of profits and losses due each member; (805 ILCS 180/10-15 (a))
• Any document which discusses any right of a member to receive distributions of funds; (805 ILCS 180/10-15 (a))
• Any document which discusses any right of a manager to make distributions of funds to a member; (805 ILCS 180/10-15 (a))
• Any document which discusses each member's respective voting rights; (805 ILCS 180/10-15 (a))
• Any document which discusses the details of events that would cause the LLC to be dissolved and its affairs wound up, if any. (805 ILCS 180/10-15 (a))

Records of Members and Managers `
• A current list of the full names and last known address of all past and present members. (805 ILCS 180/ 1-40 (a) (1) "A list of the full name and last known address of each member setting forth the amount of cash each member has contributed, a description and statement of the agreed value of the other property or services each member has contributed or has agreed to contribute in the future, and the date on which each became a member."
• A current list of the full names and last known addresses of all past and present managers.

Other LLC Business-Related Information
Under 805 ILCS 180/10-15 (a) a member should be allowed "records . . . for proper purposes . . . pertaining to the period during which they were members". Just what records are proper obviously depends on the circumstances.

Location of Records
The above documents and records should be available at the principal business office maintained by the LLC within the United States, not necessarily in Texas. (TBOC Sec. 101-501 (c) A limited liability company shall keep at its registered office located in this state and make available to a member of the company on reasonable request the street address of the company's principal office in the United States in which the records required by this section and Section 3.151 are maintained or made available.")

Form of Records
The documents and records may be maintained either in hard copy or electronically, as long as the electronic version can be printed within a reasonable period of time. (TBOC Sec. 3.151(b) "The books, records, minutes, and ownership or membership records of any filing entity, including those described in Subsection (a)(4), may be in written paper form or another form capable of being converted into written paper form within a reasonable time.")

Other Records
The above records are just the documents and records that are required to be kept as to the form of business. Many other records, for example records required to prepare tax returns, records required to be kept on employees, etc., are also required to be kept by an LLC, just as they are required for businesses operating in other forms.

The After Incorporation Tools
After Incorporation's tools are specifically designed to aid companies to comply with these requirements. Using our tools, your records are not only organized properly, but they can easily be made available to your Members and others required to be given access under these laws. You will also find the forms and templates you need to create the documentation to meet these requirements.