SB0282 EngrossedLRB097 04883 KTG 44923 b

1    AN ACT concerning State government.
 
2    Be it enacted by the People of the State of Illinois,
3represented in the General Assembly:
 
4    Section 1. Short title. This Act may be cited as the
5Illinois Corporate Tax Disclosure and Responsibility Act.
 
6    Section 5. Definitions. As used in this Act:
7    "Corporation" means any entity subject to the tax imposed
8on corporations by Section 201 of the Illinois Income Tax Act
9or by Section 11 of the Internal Revenue Code of 1986, as
10amended, except that "qualified personal service
11corporations", as defined in Section 448 of the Internal
12Revenue Code of 1986, as amended, are exempt from this Act.
13    "Doing business in this State" means: owning or renting
14real or tangible personal property physically located in this
15State; having employees, agents, or representatives acting on
16the corporation's behalf in this State; making sales of
17tangible personal property to purchasers that take possession
18of that property in this State; performing services for
19customers located in this State; performing services in this
20State; earning income from intangible personal property that
21has a business situs in this State; engaging in regular and
22systematic solicitation of sales in this State; being a partner
23in a partnership engaged in any of the preceding activities in

 

 

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1this State; or being a member of a limited liability company
2engaged in any of the preceding activities in this State.
 
3    Section 10. Tax disclosure statement required.
4    (a) For each taxable year ending on or after December 31,
52012, the following corporations, if doing business in this
6State, shall file a statement described in this Section with
7the Secretary of State:
8        (1) all publicly traded corporations, including
9    corporations traded on foreign stock exchanges.
10        (2) any corporation with respect to which 50% or more
11    of the voting stock is owned, directly or indirectly, by a
12    publicly traded corporation.
13    (b) This statement shall be filed annually in an electronic
14format specified by the Secretary of State, pursuant to rules
15adopted by the Secretary of State, no more than 30 days
16following the filing of the corporation's tax return required
17under Section 502 of the Illinois Income Tax Act, or, in the
18case of a corporation that is not required to file such a tax
19return, within 90 days after the filing of the corporation's
20federal income tax return, including any federal consolidated
21return in which the corporation is included.
22    (c) The statement shall contain the following information:
23        (1) the name of the corporation and the street address
24    of its principal executive office;
25        (2) if different from item (1), the name of any

 

 

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1    corporation that owns, directly or indirectly, 50% or more
2    of the voting stock of the corporation and the street
3    address of that corporation's principal executive office;
4        (3) the corporation's 4-digit North American Industry
5    Classification System code number;
6        (4) a unique code number, assigned by the Secretary of
7    State, to identify the corporation; that code number shall
8    remain constant from year to year; and
9        (5) the following information used in preparing or
10    contained in the corporation's most recent tax return filed
11    under the Illinois Income Tax Act, or, in the case of a
12    corporation that is not required to file a tax return under
13    the Illinois Income Tax Act, the information that would be
14    required to be reported on or used in preparing the tax
15    return if the corporation had been required to file such a
16    return:
17            (A) the taxable income of the corporation as
18        modified by paragraphs 203(b)(2)(A) through
19        203(b)(2)(E-16) of the Illinois Income Tax Act;
20            (B) the base income of the corporation;
21            (C) the apportionment factor in the State for the
22        corporation;
23            (D) the total business income of the corporation
24        apportioned to the State;
25            (E) the Illinois net operating loss deduction for
26        the corporation, if any;

 

 

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1            (F) the total non-business income of the
2        corporation and the amount of non-business income
3        allocated to the State;
4            (G) the net income of the corporation;
5            (H) the corporation's total State income tax
6        liability before credits;
7            (I) the corporation's total personal property tax
8        replacement tax liability before credits;
9            (J) tax credits claimed by the corporation, with
10        each credit individually enumerated;
11            (K) the net personal property tax replacement tax;
12        and
13            (L) the net corporate income tax.
14    (d) A corporation doing business in this State that is not
15required to file a tax return under Section 502 of the Illinois
16Income Tax Act may, in lieu of the statement under subsection
17(c), elect to file a statement with the Secretary of State
18containing the following information:
19        (1) the information specified in items (1) through (4)
20    of subsection (c) of this Section;
21        (2) an explanation of why the corporation is not
22    required to file a corporate income tax return in this
23    State, which may take the form of checking one or more
24    possible explanations drafted by the Secretary of State;
25    and
26        (3) a designation of whether the corporation's total

 

 

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1    gross receipts from sales to purchasers in this State
2    during the taxable year was: (1) less than $10,000,000; (2)
3    $10,000,000 or more but less than $50,000,000; (3)
4    $50,000,000 or more but less than $100,000,000; (4)
5    $100,000,000 or more but less than $250,000,000; or (5)
6    $250,000,000 or more.
 
7    Section 20. Supplemental information. Any corporation that
8is required to submit a statement under this Act is permitted
9to submit supplemental information that, in the judgment of the
10corporation, could facilitate proper interpretation of the
11information included in the statement. The method of public
12dissemination of the information contained in the statements
13required under Section 35 of this Act shall ensure that any
14such supplemental information is publicly available and that
15notification of its availability is made to any person seeking
16information contained in the statement.
 
17    Section 25. Amended tax disclosure statements. If a
18corporation files an amended federal or State income tax
19return, then that corporation shall file a revised statement
20under this Section within 60 calendar days after the amended
21return is filed. If a corporation's tax liability for a tax
22year is changed as the result of an uncontested audit
23adjustment or final determination of liability by the
24Department of Revenue, or by a court of law as provided for in

 

 

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1the Illinois Income Tax Act, then the corporation shall file a
2revised statement under this Section within 60 calendar days
3after the final determination of liability.
 
4    Section 30. Public access to tax disclosure statements. The
5statements required under this Act shall be public records. The
6Secretary of State shall make all information contained in
7those statements available to the public on an ongoing basis in
8the form of a searchable database accessible through the
9Internet. The Secretary of State shall set and collect from
10persons requesting information in the statements reasonable
11charges that cover the cost to the State of providing copies on
12appropriate computer-readable media of the entire database for
13statements filed during each calendar year as well as hard
14copies of any individual annual statement for a specific
15corporation. No statement for any corporation for a particular
16tax year shall be publicly available until the first day of the
17third calendar year following the calendar year in which the
18particular tax year ends.
 
19    Section 35. Enforcing compliance. The accuracy of the
20statements required under this Act shall be attested to in
21writing by the chief operating officer of the corporation, and
22shall be subject to audit by the Department of Revenue, as the
23agent of the Secretary of State, in the course of and under the
24normal procedures applicable to corporate income tax return

 

 

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1audits. The Secretary of State by rule shall develop and
2implement an oversight and penalty system applicable to both
3the chief operating officer of the corporation and the
4corporation itself to ensure that corporations doing business
5in this State, including those not required to file a return
6under Section 502 of the Illinois Income Tax Act, shall provide
7the required attestation and disclosure statements,
8respectively, in a timely and accurate manner. The maximum
9civil penalty may not exceed $100 per statement for each day
10during which the corporation is delinquent in filing an
11original statement under Section 10 or an amended statement
12under Section 25. The Secretary of State shall publish the name
13and penalty imposed upon any corporation subject to a penalty
14for failing to file the required statement or filing an
15inaccurate statement.
 
16    Section 40. Rules. The Secretary of State shall adopt rules
17in accordance with the Illinois Administrative Procedure Act as
18may be deemed necessary to carry out the purposes of this Act.
 
19    Section 45. Disclosure of confidential information.
20Nothing in this Act shall require reporting or allow disclosure
21of information that is confidential and may not be disclosed
22pursuant to the Internal Revenue Code or any other federal
23statute.