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24 September 2025

Illinois franchise tax amnesty program to begin October 1

  • The Illinois Secretary of State will administer a time-limited franchise tax amnesty program from October 1, 2025, through November 17, 2025.
  • The amnesty program applies to taxpayers owing a franchise tax or license fee for any tax period ending after June 30, 2019, and on or before June 30, 2025.
  • In addition to any other required documentation, taxpayers must submit a franchise tax amnesty petition that is now available on the Secretary of State's website.
 

The Illinois Secretary of State will administer a time-limited franchise tax amnesty program from October 1, 2025 through November 17, 2025.1

Franchise tax amnesty applies to all taxpayers owing a franchise tax or license fee imposed under Art. XV of the Business Corporation Act of 1983 (Art. XV) for any tax period ending after June 30, 2019, and on or before June 30, 2025. In exchange for participating in the franchise tax amnesty program and paying all franchise tax liabilities due, the Secretary will waive applicable penalties and interest2 and will not pursue civil or criminal prosecution for the time period that amnesty has been granted.

Taxpayers eligible to participate in the franchise tax amnesty program include domestic (Illinois) corporations, foreign corporations authorized to transact business in Illinois and foreign corporations that have been transacting business in the state without authority.

Amnesty will not be granted to taxpayers that are a party to any civil, administrative or criminal investigation or to any civil, administrative or criminal litigation that is pending in any circuit court, appellate court, or the Illinois Supreme Court for nonpayment, delinquency, or fraud in relation to any franchise tax or license fee imposed under Art. XV. A "civil, administrative or criminal investigation" includes, but is not limited to, the Secretary's Department of Business Services sending interrogatories to a taxpayer.

The franchise tax amnesty petition (Petition), along with the 2025 Amnesty Information Sheet, is now available on the Secretary's website. The Petition must be completed in addition to any other forms that would normally be required by the Secretary. The Petition cannot be executed before October 1, 2025, and petitions not dated correctly (i.e., not dated between October 1, 2025, and November 17, 2025) "will be rejected."

Amnesty related documents must be submitted by November 17, 2025. If the documents are rejected, the taxpayer will have 30 days from the rejection date to correct the documents and resubmit them. The Secretary stated that only one 30-day extension will be allowed.

Implications

Eligible taxpayers should consider participating in the franchise tax amnesty program in order to have otherwise applicable penalties and interest waived and be protected from civil or criminal prosecution for the tax period for which amnesty is granted.

The Illinois Department of Revenue will be administering a separate general tax amnesty program from October 1, 2025, through November 17, 2025, that applies to taxes administered by the Department, such as the state's income, sales and use taxes. This amnesty program is discussed in Tax Alert 2025-1928.

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Endnotes

1 The Franchise Tax amnesty program was established by Public Act 104-0006 (HB 2755). Under the legislation, the date of the amnesty program is October 1, 2025 through November 15, 2025. Because November 15, 2025 falls on a Saturday, the final submission date is extended to Monday November 17, 2025.

2 Under the amnesty program, waiver is available for penalties and interest due on: (1) unreported increases to paid-in capital, (2) annual franchise tax, (3) any increase of paid-in capital or issued share under Section 14.30 or a merger under Section 14.35, and (4) initial franchise tax.

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Contact Information

For additional information concerning this Alert, please contact:

State and Local Tax

Published by NTD’s Tax Technical Knowledge Services group; Chris DeZinno, legal editor

Document ID: 2025-1926

 

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