SB3398 EnrolledLRB100 16080 KTG 31199 b

1    AN ACT concerning business.
 
2    Be it enacted by the People of the State of Illinois,
3represented in the General Assembly:
 
4    Section 5. The Professional Service Corporation Act is
5amended by changing Section 12 as follows:
 
6    (805 ILCS 10/12)  (from Ch. 32, par. 415-12)
7    Sec. 12. (a) No corporation shall open, operate or maintain
8an establishment for any of the purposes for which a
9corporation may be organized under this Act without a
10certificate of registration from the regulating authority
11authorized by law to license individuals to engage in the
12profession or related professions concerned. Application for
13such registration shall be made in writing, and shall contain
14the name and primary mailing address of the corporation, the
15name and address of the corporation's registered agent, the
16address of the practice location maintained by the corporation,
17each assumed name being used by the corporation, and such other
18information as may be required by the regulating authority. All
19official correspondence from the regulating authority shall be
20mailed to the primary mailing address of the corporation except
21that the corporation may elect to have renewal and non-renewal
22notices sent to the registered agent of the corporation. Upon
23receipt of such application, the regulating authority, or some

 

 

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1administrative agency of government designated by it, shall
2make an investigation of the corporation. If the regulating
3authority is the Supreme Court it may designate the bar or
4legal association which investigates and prefers charges
5against lawyers to it for disciplining. If such authority finds
6that the incorporators, officers, directors and shareholders
7are each licensed pursuant to the laws of Illinois to engage in
8the particular profession or related professions involved
9(except that the secretary of the corporation need not be so
10licensed), and if no disciplinary action is pending before it
11against any of them, and if it appears that the corporation
12will be conducted in compliance with the law and the
13regulations and rules of the regulating authority, such
14authority, shall issue, upon payment of a registration fee of
15$50, a certificate of registration.
16    A separate application shall be submitted for each business
17location in Illinois. If the corporation is using more than one
18fictitious or assumed name and has an address different from
19that of the parent company, a separate application shall be
20submitted for each fictitious or assumed name.
21    Upon written application of the holder, the regulating
22authority which originally issued the certificate of
23registration shall renew the certificate if it finds that the
24corporation has complied with its regulations and the
25provisions of this Act.
26    The fee for the renewal of a certificate of registration

 

 

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1shall be calculated at the rate of $40 per year.
2    If the regulatory authority is the Department of Financial
3and Professional Regulation, the certificate of registration
4shall expire on January 1, 2019 and on January 1 of every third
5year thereafter. The fee for renewal of a certificate of
6registration shall be $40.
7    The certificate of registration shall be conspicuously
8posted upon the premises to which it is applicable. No
9certificate of registration shall be assignable.
10    (b) Moneys collected under this Section from a professional
11corporation organized to practice law shall be deposited into
12the Supreme Court Special Purposes Fund.
13    (c) After the effective date of this amendatory Act of the
1498th General Assembly, the amount of any fee collected under
15this Section from a professional corporation organized to
16practice law may be set by Supreme Court rule, except that the
17amount of the fees shall remain as set by statute until the
18Supreme Court adopts rules specifying a higher or lower fee
19amount.
20(Source: P.A. 98-324, eff. 10-1-13; 99-227, eff. 8-3-15.)
 
21    Section 10. The Medical Corporation Act is amended by
22changing Section 6 as follows:
 
23    (805 ILCS 15/6)  (from Ch. 32, par. 636)
24    Sec. 6. The certificate of registration shall expire on

 

 

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1January 1, 2019 and on January 1 of every third year
2thereafter. Upon written application of the holder, the
3Department shall renew the certificate of registration if the
4Department finds that the corporation has complied with its
5regulations and the provisions of this Act.
6    The fee for renewal of a certificate of registration shall
7be $40. calculated at the rate of $40 per year.
8(Source: P.A. 83-863.)
 
9    Section 15. The Limited Liability Company Act is amended by
10changing Sections 1-5 and 1-25 as follows:
 
11    (805 ILCS 180/1-5)
12    Sec. 1-5. Definitions. As used in this Act, unless the
13context otherwise requires:
14    "Anniversary" means that day every year exactly one or more
15years after: (i) the date the articles of organization filed
16under Section 5-5 of this Act were filed by the Office of the
17Secretary of State, in the case of a limited liability company;
18or (ii) the date the application for admission to transact
19business filed under Section 45-5 of this Act was filed by the
20Office of the Secretary of State, in the case of a foreign
21limited liability company.
22    "Anniversary month" means the month in which the
23anniversary of the limited liability company occurs.
24    "Articles of organization" means the articles of

 

 

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1organization filed by the Secretary of State for the purpose of
2forming a limited liability company as specified in Article 5
3and all amendments thereto, whether evidenced by articles of
4amendment, articles of merger, or a statement of correction
5affecting the articles.
6    "Assumed limited liability company name" means any limited
7liability company name other than the true limited liability
8company name, except that the identification by a limited
9liability company of its business with a trademark or service
10mark of which it is the owner or licensed user shall not
11constitute the use of an assumed name under this Act.
12    "Bankruptcy" means bankruptcy under the Federal Bankruptcy
13Code of 1978, Title 11, Chapter 7 of the United States Code, as
14amended from time to time, or any successor statute.
15    "Business" includes every trade, occupation, profession,
16and other lawful purpose, whether or not carried on for profit.
17    "Company" means a limited liability company.
18    "Contribution" means any cash, property, services
19rendered, or other benefit, or a promissory note or other
20binding obligation to contribute cash or property, perform
21services, or provide any other benefit, that a person
22contributes to the limited liability company in that person's
23capacity as a member or in order to become a member.
24    "Court" includes every court and judge having jurisdiction
25in a case.
26    "Debtor in bankruptcy" means a person who is the subject of

 

 

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1an order for relief under Title 11 of the United States Code, a
2comparable order under a successor statute of general
3application, or a comparable order under federal, state, or
4foreign law governing insolvency.
5    "Distribution" means a transfer of money, property, or
6other benefit from a limited liability company to a member in
7the member's capacity as a member or to a transferee of the
8member's distributional interest.
9    "Distributional interest" means a member's right to
10receive distributions of the limited liability company's
11assets, but no other rights or interests of a member.
12    "Entity" means a person other than an individual.
13    "Federal employer identification number" means either (i)
14the federal employer identification number assigned by the
15Internal Revenue Service to the limited liability company or
16foreign limited liability company or (ii) in the case of a
17limited liability company or foreign limited liability company
18not required to have a federal employer identification number,
19any other number that may be assigned by the Internal Revenue
20Service for purposes of identification.
21    "Foreign limited liability company" means an
22unincorporated entity organized under laws other than the laws
23of this State that afford limited liability to its owners
24comparable to the liability under Section 10-10 and is not
25required to register to transact business under any law of this
26State other than this Act.

 

 

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1    "Insolvent" means that a limited liability company is
2unable to pay its debts as they become due in the usual course
3of its business.
4    "Legal representative" means, without limitation, an
5executor, administrator, guardian, personal representative and
6agent, including an appointee under a power of attorney.
7    "Limited liability company" means a limited liability
8company organized under this Act.
9    "L3C" or "low-profit limited liability company" means a
10for-profit limited liability company which satisfies the
11requirements of Section 1-26 of this Act and does not have as a
12significant purpose the production of income or the
13appreciation of property.
14    "Manager" means a person, whether or not a member of a
15manager-managed company, who is vested with authority in an
16operating agreement as provided in Section 15-1.
17    "Manager-managed company" means a limited liability
18company that vests authority in a manager or managers in an
19operating agreement as provided in Section 15-1.
20    "Member" means a person who becomes a member of the limited
21liability company upon formation of the company or in the
22manner and at the time provided in the operating agreement or,
23if the operating agreement does not so provide, in the manner
24and at the time provided in this Act.
25    "Member-managed company" means a limited liability company
26other than a manager-managed company.

 

 

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1    "Membership interest" means all of a member's rights in the
2limited liability company, including the member's right to
3receive distributions of the limited liability company's
4assets.
5    "Operating agreement" means the agreement under Section
615-5, whether or not referred to as an operating agreement and
7whether oral, in a record, implied, or in any combination
8thereof, of all of the members of a limited liability company,
9including a sole member, concerning the relations among the
10members, managers, and limited liability company. The term
11"operating agreement" includes amendments to the agreement.
12    "Organizer" means one of the signers of the original
13articles of organization.
14    "Person" means an individual, partnership, domestic or
15foreign limited partnership, limited liability company or
16foreign limited liability company, trust, estate, association,
17corporation, governmental body, or other juridical being.
18    "Professional limited liability company" means a limited
19liability company that provides professional services licensed
20by the Department of Financial and Professional Regulation and
21that is organized under the Professional Limited Liability
22Company Act and this Act.
23    "Record" means information that is inscribed on a tangible
24medium or that is stored in an electronic or other medium and
25is retrievable in perceivable form.
26    "Registered office" means that office maintained by the

 

 

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1limited liability company in this State, the address, including
2street, number, city and county, of which is on file in the
3office of the Secretary of State, at which, any process,
4notice, or demand required or permitted by law may be served
5upon the registered agent of the limited liability company.
6    "Registered agent" means a person who is an agent for
7service of process on the limited liability company who is
8appointed by the limited liability company and whose address is
9the registered office of the limited liability company.
10    "Restated articles of organization" means the articles of
11organization restated as provided in Section 5-30.
12    "Sign" means, with the present intent to authenticate or
13adopt a record:
14        (1) to execute or adopt a tangible symbol; or
15        (2) to attach to or logically associate with the record
16    an electronic symbol, sound, or process.
17    "State" means a state, territory, or possession of the
18United States, the District of Columbia, or the Commonwealth of
19Puerto Rico.
20    "Transfer" includes an assignment, conveyance, deed, bill
21of sale, lease, mortgage, security interest, encumbrance, and
22gift.
23(Source: P.A. 99-637, eff. 7-1-17.)
 
24    (805 ILCS 180/1-25)
25    Sec. 1-25. Nature of business.

 

 

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1    (a) A limited liability company may be formed for any
2lawful purpose or business except: (1) (blank); (2) insurance
3unless, for the purpose of carrying on business as a member of
4a group including incorporated and individual unincorporated
5underwriters, the Director of Insurance finds that the group
6meets the requirements of subsection (3) of Section 86 of the
7Illinois Insurance Code and the limited liability company, if
8insolvent, is subject to liquidation by the Director of
9Insurance under Article XIII of the Illinois Insurance Code. ;
10        (3) the practice of dentistry unless all the members
11    and managers are licensed as dentists under the Illinois
12    Dental Practice Act;
13        (4) the practice of medicine unless all the managers,
14    if any, are licensed to practice medicine under the Medical
15    Practice Act of 1987 and each member is either:
16            (A) licensed to practice medicine under the
17        Medical Practice Act of 1987; or
18            (B) a registered medical corporation or
19        corporations organized pursuant to the Medical
20        Corporation Act; or
21            (C) a professional corporation organized pursuant
22        to the Professional Service Corporation Act of
23        physicians licensed to practice under the Medical
24        Practice Act of 1987;
25            (C-5) a hospital or hospital affiliate as defined
26        in Section 10.8 of the Hospital Licensing Act; or

 

 

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1            (D) a limited liability company that satisfies the
2        requirements of subparagraph (A), (B), (C), or (C-5);
3        (5) the practice of real estate unless all the
4    managers, if any, or every member in a member-managed
5    company are licensed to practice as a managing broker or
6    broker pursuant to the Real Estate License Act of 2000;
7        (6) the practice of clinical psychology unless all the
8    managers and members are licensed to practice as a clinical
9    psychologist under the Clinical Psychologist Licensing
10    Act;
11        (7) the practice of social work unless all the managers
12    and members are licensed to practice as a clinical social
13    worker or social worker under the Clinical Social Work and
14    Social Work Practice Act;
15        (8) the practice of marriage and family therapy unless
16    all the managers and members are licensed to practice as a
17    marriage and family therapist under the Marriage and Family
18    Therapy Licensing Act;
19        (9) the practice of professional counseling unless all
20    the managers and members are licensed to practice as a
21    clinical professional counselor or a professional
22    counselor under the Professional Counselor and Clinical
23    Professional Counselor Licensing and Practice Act;
24        (10) the practice of sex offender evaluations unless
25    all the managers and members are licensed to practice as a
26    sex offender evaluator under the Sex Offender Evaluation

 

 

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1    and Treatment Provider Act; or
2        (11) the practice of veterinary medicine unless all the
3    managers and members are licensed to practice as a
4    veterinarian under the Veterinary Medicine and Surgery
5    Practice Act of 2004.
6    (b) (Blank). Notwithstanding any provision of this
7Section, any of the following professional services may be
8combined and offered within a single company provided that each
9professional service is only offered by persons licensed to
10provide that professional service and all managers and members
11are licensed in at least one of the professional services
12offered by the company:
13        (1) the practice of medicine by physicians licensed
14    under the Medical Practice Act of 1987, the practice of
15    podiatry by podiatrists licensed under the Podiatric
16    Medical Practice Act of 1987, the practice of dentistry by
17    dentists licensed under the Illinois Dental Practice Act,
18    and the practice of optometry by optometrists licensed
19    under the Illinois Optometric Practice Act of 1987; or
20        (2) the practice of clinical psychology by clinical
21    psychologists licensed under the Clinical Psychologist
22    Licensing Act, the practice of social work by clinical
23    social workers or social workers licensed under the
24    Clinical Social Work and Social Work Practice Act, the
25    practice of marriage and family counseling by marriage and
26    family therapists licensed under the Marriage and Family

 

 

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1    Therapy Licensing Act, the practice of professional
2    counseling by professional counselors and clinical
3    professional counselors licensed under the Professional
4    Counselor and Clinical Professional Counselor Licensing
5    and Practice Act, and the practice of sex offender
6    evaluations by sex offender evaluators licensed under the
7    Sex Offender Evaluation and Treatment Provider Act.
8    (c) (Blank). Professional limited liability companies may
9be organized under this Act.
10    (d) A limited liability company that intends to provide a
11professional service licensed by the Department of Financial
12and Professional Regulation must be formed in compliance with
13the Professional Limited Liability Company Act.
14(Source: P.A. 99-227, eff. 8-3-15.)
 
15    Section 20. The Professional Limited Liability Company Act
16is amended by changing Sections 5 and 15 and by adding Sections
172, 11, 12, and 13 as follows:
 
18    (805 ILCS 185/2 new)
19    Sec. 2. Legislative intent. It is the intent of the General
20Assembly to provide for an individual or group of individuals
21to form a professional limited liability company to render the
22same professional service or related professional services to
23the public for which such individuals or individuals providing
24the professional services are required by law to be licensed,

 

 

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1while preserving the established professional aspects of the
2personal relationship between the professional person and
3those he or she serves professionally.
 
4    (805 ILCS 185/5)
5    Sec. 5. Definitions. In this Act:
6    "Department" means the Department of Financial and
7Professional Regulation.
8    "License" means a license, certificate of registration, or
9any other evidence of the satisfaction of the requirements of
10this State issued by the Department.
11    "Professional limited liability company" means a limited
12liability company that intends to provide, or does provide,
13professional services that require the individuals engaged in
14the profession to be licensed by the Department of Financial
15and Professional Regulation.
16(Source: P.A. 99-227, eff. 8-3-15.)
 
17    (805 ILCS 185/11 new)
18    Sec. 11. Articles of organization. One or more individuals
19may organize a professional limited liability company by filing
20articles of organization with the Secretary of State on forms
21furnished by the Secretary. Such articles of organization shall
22meet the requirements of the Limited Liability Company Act and
23this Act and must also state the specific professional service
24or related professional services to be rendered by the

 

 

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1professional limited liability company.
2    A limited liability company that provides professional
3services and requires registration with the Department may
4convert to a professional limited liability company by filing
5the appropriate forms with the Secretary of State. There shall
6be no fee for this conversion.
 
7    (805 ILCS 185/12 new)
8    Sec. 12. Professional limited liability company name. The
9name of each professional limited liability company or foreign
10professional limited liability company organized, existing, or
11subject to the provisions of this Act shall contain the terms
12"professional limited liability company", "P.L.L.C.", or
13"PLLC".
 
14    (805 ILCS 185/13 new)
15    Sec. 13. Nature of business.
16    (a) A professional limited liability company may be formed
17to provide a professional service or services licensed by the
18Department except:
19        (1) the practice of dentistry unless all the members
20    and managers are licensed as dentists under the Illinois
21    Dental Practice Act;
22        (2) the practice of medicine unless all the managers,
23    if any, are licensed to practice medicine under the Medical
24    Practice Act of 1987 and each member is either:

 

 

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1            (A) licensed to practice medicine under the
2        Medical Practice Act of 1987;
3            (B) a registered medical corporation or
4        corporations organized pursuant to the Medical
5        Corporation Act;
6            (C) a professional corporation organized pursuant
7        to the Professional Service Corporation Act of
8        physicians licensed to practice under the Medical
9        Practice Act of 1987;
10            (D) a hospital or hospital affiliate as defined in
11        Section 10.8 of the Hospital Licensing Act; or
12            (E) a professional limited liability company that
13        satisfies the requirements of subparagraph (A), (B),
14        (C), or (D);
15        (3) the practice of real estate unless all the
16    managers, if any, or every member in a member-managed
17    company are licensed to practice as a managing broker or
18    broker pursuant to the Real Estate License Act of 2000;
19        (4) the practice of clinical psychology unless all the
20    managers and members are licensed to practice as a clinical
21    psychologist under the Clinical Psychologist Licensing
22    Act;
23        (5) the practice of social work unless all the managers
24    and members are licensed to practice as a clinical social
25    worker or social worker under the Clinical Social Work and
26    Social Work Practice Act;

 

 

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1        (6) the practice of marriage and family therapy unless
2    all the managers and members are licensed to practice as a
3    marriage and family therapist under the Marriage and Family
4    Therapy Licensing Act;
5        (7) the practice of professional counseling unless all
6    the managers and members are licensed to practice as a
7    clinical professional counselor or a professional
8    counselor under the Professional Counselor and Clinical
9    Professional Counselor Licensing and Practice Act;
10        (8) the practice of sex offender evaluation and
11    treatment unless all the managers and members are licensed
12    to practice as a sex offender evaluator or sex offender
13    treatment provider under the Sex Offender Evaluation and
14    Treatment Provider Act; or
15        (9) the practice of veterinary medicine unless all the
16    managers and members are licensed to practice as a
17    veterinarian under the Veterinary Medicine and Surgery
18    Practice Act of 2004.
19    (b) Notwithstanding any provision of this Section, any of
20the following professional services may be combined and offered
21within a single professional limited liability company
22provided that each professional service is offered only by
23persons licensed to provide that professional service and all
24managers and members are licensed in at least one of the
25professional services offered by the professional limited
26liability company:

 

 

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1        (1) the practice of medicine by physicians licensed
2    under the Medical Practice Act of 1987, the practice of
3    podiatry by podiatric physicians licensed under the
4    Podiatric Medical Practice Act of 1987, the practice of
5    dentistry by dentists licensed under the Illinois Dental
6    Practice Act, and the practice of optometry by optometrists
7    licensed under the Illinois Optometric Practice Act of
8    1987; or
9        (2) the practice of clinical psychology by clinical
10    psychologists licensed under the Clinical Psychologist
11    Licensing Act, the practice of social work by clinical
12    social workers or social workers licensed under the
13    Clinical Social Work and Social Work Practice Act, the
14    practice of marriage and family counseling by marriage and
15    family therapists licensed under the Marriage and Family
16    Therapy Licensing Act, the practice of professional
17    counseling by professional counselors and clinical
18    professional counselors licensed under the Professional
19    Counselor and Clinical Professional Counselor Licensing
20    and Practice Act, and the practice of sex offender
21    evaluation and treatment by sex offender evaluators and sex
22    offender treatment providers licensed under the Sex
23    Offender Evaluation and Treatment Provider Act.
 
24    (805 ILCS 185/15)
25    Sec. 15. Certificate of registration.

 

 

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1    (a) No professional limited liability company may render
2professional services that require the issuance of a license by
3the Department, except through its managers, members, agents,
4or employees who are duly licensed or otherwise legally
5authorized to render such professional services within this
6State. An individual's association with a professional limited
7liability company as a manager, member, agent, or employee,
8shall in no way modify or diminish the jurisdiction of the
9Department that licensed, certified, or registered the
10individual for a particular profession.
11    (b) A professional limited liability company shall not
12open, operate, or maintain an establishment for any of the
13purposes for which a limited liability company may be organized
14without obtaining a certificate of registration from the
15Department.
16    (c) Application for a certificate of registration shall be
17made in writing and shall contain the name and primary mailing
18address of the professional limited liability company, the name
19and address of the company's registered agent, the address of
20the practice location maintained by the company, each assumed
21name being used by the company, and such other information as
22may be required by the Department. All official correspondence
23from the Department shall be mailed to the primary mailing
24address of the company except that the company may elect to
25have renewal and non-renewal notices sent to the registered
26agent of the company. Upon receipt of such application, the

 

 

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1Department shall make an investigation of the professional
2limited liability company. If this Act or any Act administered
3by the Department requires the organizers, managers, and
4members to each be licensed in the particular profession or
5related professions related to the professional services
6offered by the company, the Department shall determine that the
7organizers, managers, and members are each licensed pursuant to
8the laws of Illinois to engage in the particular profession or
9related professions involved (except that an initial organizer
10may be a licensed attorney) and that no disciplinary action is
11pending before the Department against any of them before
12issuing a certificate of registration. For all other companies
13submitting an application, the Department shall determine if
14any organizer, manager, or member claiming to hold a
15professional license issued by the Department is currently so
16licensed and that no disciplinary action is pending before the
17Department against any of them before issuing a certificate of
18registration. If it appears that the professional limited
19liability company will be conducted in compliance with the law
20and the rules and regulations of the Department, the Department
21shall issue, upon payment of a registration fee of $50, a
22certificate of registration.
23    (d) A separate application shall be submitted for each
24business location in Illinois. If the professional limited
25liability company is using more than one fictitious or assumed
26name and has an address different from that of the parent

 

 

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1company, a separate application shall be submitted for each
2fictitious or assumed name.
3    (e) The certificate of registration shall expire on January
41, 2019 and on January 1 of every third year thereafter. Upon
5written application of the holder, the Department shall renew
6the certificate if it finds that the professional limited
7liability company has complied with its regulations and the
8provisions of this Act and the applicable licensing Act. This
9fee for the renewal of a certificate of registration shall be
10$40. calculated at the rate of $40 per year. The certificate of
11registration shall be conspicuously posted upon the premises to
12which it is applicable. A certificate of registration shall not
13be assignable.
14    (f) The Department shall not issue or renew any certificate
15of registration to a professional limited liability company
16during the period of dissolution.
17(Source: P.A. 99-227, eff. 8-3-15.)
 
18    Section 99. Effective date. This Act takes effect upon
19becoming law.

 

 

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1 INDEX
2 Statutes amended in order of appearance
3    805 ILCS 10/12from Ch. 32, par. 415-12
4    805 ILCS 15/6from Ch. 32, par. 636
5    805 ILCS 180/1-5
6    805 ILCS 180/1-25
7    805 ILCS 185/2 new
8    805 ILCS 185/5
9    805 ILCS 185/11 new
10    805 ILCS 185/12 new
11    805 ILCS 185/13 new
12    805 ILCS 185/15