Rep. Jay Hoffman

Filed: 4/18/2018





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2    AMENDMENT NO. ______. Amend House Bill 4578, AS AMENDED, by
3inserting immediately before Section 10 of the bill the
5    "Section 3. The General Not For Profit Corporation Act of
61986 is amended by changing Section 104.05 as follows:
7    (805 ILCS 105/104.05)  (from Ch. 32, par. 104.05)
8    Sec. 104.05. Corporate name of domestic or foreign
10    (a) The corporate name of a domestic corporation or of a
11foreign corporation organized, existing or subject to the
12provisions of this Act:
13        (1) May contain, separate and apart from any other word
14    or abbreviation in such name, the word "corporation,"
15    "company," "incorporated," or "limited," or an
16    abbreviation of one of such words;



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1        (2) Must end with the letters "NFP" if the corporate
2    name contains any word or phrase which indicates or implies
3    that the corporation is organized for any purpose other
4    than a purpose for which corporations may be organized
5    under this Act or a purpose other than a purpose set forth
6    in the corporation's articles of incorporation;
7        (3) Shall be distinguishable upon the records in the
8    office of the Secretary of State from the name or assumed
9    name of any domestic corporation or limited liability
10    company organized under the Limited Liability Company Act,
11    whether for profit or not for profit, existing under any
12    Act of this State or the name or assumed name of any
13    foreign corporation or foreign limited liability company
14    registered under the Limited Liability Company Act,
15    whether for profit or not for profit, authorized to
16    transact business or conduct affairs in this State, or a
17    name the exclusive right to which is, at the time, reserved
18    or registered in the manner provided in this Act or Section
19    1-15 of the Limited Liability Company Act, except that,
20    subject to the discretion of the Secretary of State, a
21    foreign corporation that has a name prohibited by this
22    paragraph may be granted authority to conduct its affairs
23    in this State, if the foreign corporation:
24            (i) Elects to adopt an assumed corporation name or
25        names in accordance with Section 104.15 of this Act;
26        and



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1            (ii) Agrees in its application for authority to
2        conduct affairs in this State only under such assumed
3        corporate name or names;
4        (4) Shall not contain a word or phrase, or an
5    abbreviation or derivation thereof, the use of which is
6    prohibited or restricted by any other statute of this State
7    unless such restriction has been complied with;
8        (5) Shall consist of letters of the English alphabet,
9    Arabic or Roman numerals, or symbols capable of being
10    readily reproduced by the office of the Secretary of State;
11        (6) Shall not contain the words "regular democrat,"
12    "regular democratic," "regular republican," "democrat,"
13    "democratic," or "republican," nor the name of any other
14    established political party, unless consent to usage of
15    such words or name is given to the corporation by the State
16    central committee of such established political party;
17    notwithstanding any other provisions of this Act, any
18    corporation, whose name at the time this amendatory Act
19    takes effect contains any of the words listed in this
20    paragraph shall certify to the Secretary of State no later
21    than January 1, 1989, that consent has been given by the
22    State central committee; consent given to a corporation by
23    the State central committee to use the above listed words
24    may be revoked upon notification to the corporation and the
25    Secretary of State; and
26        (7) Shall be the name under which the corporation shall



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1    conduct affairs in this State unless the corporation shall
2    also elect to adopt an assumed corporate name or names as
3    provided in this Act; provided, however, that the
4    corporation may use any divisional designation or trade
5    name without complying with the requirements of this Act,
6    provided the corporation also clearly discloses its
7    corporate name. ; and
8        (8) Shall not, as to any corporation organized or
9    amending its corporate name on or after April 3, 2009 (the
10    effective date of Public Act 96-7), without the express
11    written consent of the United States Olympic Committee,
12    contain the words: (i) "Olympic"; (ii) "Olympiad"; (iii)
13    "Paralympic"; (iv) "Paralympiad"; (v) "Citius Altius
14    Fortius"; (vi) "CHICOG"; or (vii) "Chicago 2016".
15    (b) The Secretary of State shall determine whether a name
16is "distinguishable" from another name for purposes of this
17Act. Without excluding other names which may not constitute
18distinguishable names in this State, a name is not considered
19distinguishable, for purposes of this Act, solely because it
20contains one or more of the following:
21        (1) The word "corporation," "company," "incorporated,"
22    or "limited" or an abbreviation of one of such words;
23        (2) Articles, conjunctions, contractions,
24    abbreviations, different tenses or number of the same word.
25    (c) Nothing in this Section or Sections 104.15 or 104.20 of
26this Act shall:



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1        (1) Require any domestic corporation existing or any
2    foreign corporation having authority to conduct affairs on
3    the effective date of this Act, to modify or otherwise
4    change its corporate name or assumed corporate name, if
5    any; or
6        (2) Abrogate or limit the common law or statutory law
7    of unfair competition or unfair trade practices, nor
8    derogate from the common law or principles of equity or the
9    statutes of this State or of the United States with respect
10    to the right to acquire and protect copyrights, trade
11    names, trade marks, service names, service marks, or any
12    other right to the exclusive use of name or symbols.
13(Source: P.A. 96-7, eff. 4-3-09; 96-66, eff. 1-1-10; 96-328,
14eff. 8-11-09; 96-1000, eff. 7-2-10.)".