SB1390sam002 96TH GENERAL ASSEMBLY

Sen. A. J. Wilhelmi

Filed: 3/25/2009

09600SB1390sam002 LRB096 08993 KTG 24273 a

AMENDMENT TO SENATE BILL 1390

AMENDMENT NO. ______. Amend Senate Bill 1390 as follows:

on page 3, by replacing lines 15 through 19 with the following:

"(4) Transmitted by electronic means to the e-mail address, facsimile number, or other contact information appearing that appears on the records of the corporation as may be authorized or approved and set forth in the articles of incorporation or the bylaws."; and

on page 6, by replacing lines 21 through 24 with the following: "thereof who have not voted, and if prompt notice of any such informal action (2) if, after the effective date of such consent, prompt notice in writing of the taking of the corporate action without a meeting is delivered to those members entitled to vote who have not consented in writing."; and

on page 13, by replacing lines 7 through 11 with the following: "directors may be removed, with or without cause. In the case of a corporation having a board of directors which is classified in accordance with subsection 108.10(e) of this Act, the articles of incorporation or bylaws may provide that such directors may only be removed for cause no director may be removed except for cause if the articles of incorporation or the bylaws so provide."; and

on page 17, by deleting lines 16 through 17; and

on page 21, by replacing lines 19 through 21 with the following:

"(ii) A statement that the amendment was adopted by members entitled to vote having not less than the minimum number of votes necessary to adopt such amendment as provided by this Act, the articles of incorporation, or the bylaws, in compliance with Section 107.10 of this Act; written consent, signed by all the directors in office, in compliance with Section 108.45 of this Act;".