(40 ILCS 5/1-110.15)
Transactions prohibited by retirement systems; Iran.
(a) As used in this Section:
"Active business operations" means all business
operations that are not inactive business operations.
"Business operations" means engaging in commerce
in any form in Iran, including, but not limited to,
acquiring, developing, maintaining, owning, selling,
possessing, leasing, or operating equipment, facilities,
personnel, products, services, personal property, real
property, or any other apparatus of business or commerce.
"Company" means any sole proprietorship,
organization, association, corporation, partnership, joint
venture, limited partnership, limited liability partnership,
limited liability company, or other entity or business
association, including all wholly owned subsidiaries,
majority-owned subsidiaries, parent companies, or affiliates
of those entities or business associations, that exists for
the purpose of making profit.
"Direct holdings" in a company means all
securities of that company that are held directly by the
retirement system or in an account or fund in which the retirement system
owns all shares or interests.
"Inactive business operations" means the mere
continued holding or renewal of rights to property previously
operated for the purpose of generating revenues but not
presently deployed for that purpose.
"Indirect holdings" in a company means all
securities of that company which are held in an account or
fund, such as a mutual fund, managed by one or more persons
not employed by the retirement system, in which the retirement system owns
shares or interests together with other investors not subject
to the provisions of this Section.
"Mineral-extraction activities" include exploring,
extracting, processing, transporting, or wholesale selling or
trading of elemental minerals or associated metal alloys or
oxides (ore), including gold, copper, chromium, chromite,
diamonds, iron, iron ore, silver, tungsten, uranium, and zinc.
"Oil-related activities" include, but are not
limited to, owning rights to oil blocks; exporting,
extracting, producing, refining, processing, exploring for,
transporting, selling, or trading of oil; and constructing,
maintaining, or operating a pipeline, refinery, or other
oil-field infrastructure. The mere retail sale of gasoline and
related consumer products is not considered an oil-related
"Petroleum resources" means petroleum, petroleum
byproducts, or natural gas.
"Private market fund" means any private equity fund, private equity fund of funds, venture capital fund, hedge fund, hedge fund of funds, real estate fund, or other investment vehicle that is not publicly traded.
"Retirement system" means the State Employees' Retirement System of Illinois, the Judges Retirement System of Illinois, the General Assembly Retirement System, the State Universities Retirement System, and the Teachers' Retirement System of the State of Illinois.
"Scrutinized business operations" means business operations that have caused a company to become a scrutinized company.
"Scrutinized company" means the company has
business operations that involve contracts with or provision
of supplies or services to the Government of Iran, companies
in which the Government of Iran has any direct or indirect
equity share, consortiums or projects commissioned by the
Government of Iran, or companies involved in consortiums or
projects commissioned by the Government of Iran and:
(1) more than 10% of the company's revenues produced
in or assets located in Iran involve oil-related activities or mineral-extraction activities; less than 75% of the company's revenues produced in or assets located in Iran involve contracts with or provision of oil-related or mineral-extraction products or services to the Government of Iran or a project or consortium created exclusively by that government; and the company has failed to take substantial action; or
(2) the company has, on or after August 5, 1996, made
an investment of $20 million or more, or any combination of investments of at least $10 million each that in the aggregate equals or exceeds $20 million in any 12-month period, that directly or significantly contributes to the enhancement of Iran's ability to develop petroleum resources of Iran.
"Substantial action" means adopting, publicizing,
and implementing a formal plan to cease scrutinized business
operations within one year and to refrain from any such new
(b) Within 90 days after the effective date of this
Section, a retirement system shall make its best efforts to identify all scrutinized companies in which the retirement system has direct or indirect holdings.
These efforts shall include the following, as appropriate in the retirement system's judgment:
(1) reviewing and relying on publicly available
information regarding companies having business operations in Iran, including information provided by nonprofit organizations, research firms, international organizations, and government entities;
(2) contacting asset managers contracted by the
retirement system that invest in companies having business operations in Iran; and
(3) Contacting other institutional investors that
have divested from or engaged with companies that have business operations in Iran.
The retirement system may retain an independent research firm to identify scrutinized companies in which the retirement system has direct or indirect holdings. By the first meeting of the retirement system following
the 90-day period described in this subsection (b), the retirement system
shall assemble all scrutinized companies identified into a
scrutinized companies list.
The retirement system shall update the scrutinized
companies list annually based on evolving information from,
among other sources, those listed in this subsection (b).
(c) The retirement system shall adhere to
the following procedures for companies on the scrutinized
(1) The retirement system shall determine the
companies on the scrutinized companies list in which the retirement system owns direct or indirect holdings.
(2) For each company identified in item (1) of this
subsection (c) that has only inactive business operations, the retirement system shall send a written notice informing the company of this Section and encouraging it to continue to refrain from initiating active business operations in Iran until it is able to avoid scrutinized business operations. The retirement system shall continue such correspondence semiannually.
(3) For each company newly identified in item (1) of
this subsection (c) that has active business operations, the retirement system shall send a written notice informing the company of its scrutinized company status and that it may become subject to divestment by the retirement system. The notice must inform the company of the opportunity to clarify its Iran-related activities and encourage the company, within 90 days, to cease its scrutinized business operations or convert such operations to inactive business operations in order to avoid qualifying for divestment by the retirement system.
(4) If, within 90 days after the retirement system's
first engagement with a company pursuant to this subsection (c), that company ceases scrutinized business operations, the company shall be removed from the scrutinized companies list and the provisions of this Section shall cease to apply to it unless it resumes scrutinized business operations. If, within 90 days after the retirement system's first engagement, the company converts its scrutinized active business operations to inactive business operations, the company is subject to all provisions relating thereto.
(d) If, after 90 days following the retirement system's first
engagement with a company pursuant to subsection (c), the
company continues to have scrutinized active business
operations, and only while such company continues to have
scrutinized active business operations, the retirement system shall
sell, redeem, divest, or withdraw all publicly traded
securities of the company, except as provided in paragraph
(f), from the retirement system's assets under management within 12
months after the company's most recent appearance on the
scrutinized companies list.
If a company that ceased scrutinized active
business operations following engagement pursuant to subsection (c) resumes such operations, this subsection (d) immediately
applies, and the retirement system shall send a written notice to
the company. The company shall also be immediately
reintroduced onto the scrutinized companies list.
(e) The retirement system may not acquire
securities of companies on the scrutinized companies list
that have active business operations, except as provided in
(f) A company that the United States
Government affirmatively declares to be excluded from its
present or any future federal sanctions regime relating to
Iran is not subject to divestment or the investment
prohibition pursuant to subsections (d) and (e).
(g) Notwithstanding the
provisions of this Section, paragraphs (d) and (e) do not apply to
indirect holdings in a private market fund.
However, the retirement system shall submit letters to the managers
of those investment funds containing companies that have
scrutinized active business operations requesting that they
consider removing the companies from the fund or create a
similar actively managed fund having indirect holdings devoid
of the companies. If the manager creates a similar fund, the
retirement system shall replace all applicable investments with
investments in the similar fund in an expedited timeframe
consistent with prudent investing standards.
(h) The retirement system shall file a report with the Public Pension Division of the Department of Financial and Professional Regulation that includes the scrutinized companies list
within 30 days after the list is created. This report shall be
made available to the public.
The retirement system shall file an annual report with the Public Pension Division, which shall be made available to the public, that includes all of the following:
(1) A summary of correspondence with companies
engaged by the retirement system under items (2) and (3) of subsection (c).
(2) All investments sold, redeemed, divested, or
withdrawn in compliance with subsection (d).
(3) All prohibited investments under subsection (e).
(4) A summary of correspondence with private market
funds notified under subsection (g).
(i) This Section expires upon the occurrence
of any of the following:
(1) The United States revokes all sanctions imposed
against the Government of Iran.
(2) The Congress or President of the United States
declares that the Government of Iran has ceased to acquire weapons of mass destruction and to support international terrorism.
(3) The Congress or President of the United States,
through legislation or executive order, declares that mandatory divestment of the type provided for in this Section interferes with the conduct of United States foreign policy.
(j) With respect to actions
taken in compliance with this Act, including all good-faith
determinations regarding companies as required by this Act,
the retirement system is exempt from any conflicting statutory or
common law obligations, including any fiduciary duties under this Article and any obligations with
respect to choice of asset managers, investment funds, or
investments for the retirement system's securities portfolios.
(k) Notwithstanding any
other provision of this Section to the contrary, the retirement system
may cease divesting from scrutinized companies
pursuant to subsection (d) or reinvest in
scrutinized companies from which it divested pursuant to
subsection (d) if clear and convincing evidence shows that the value of investments in scrutinized companies with active scrutinized business operations becomes equal to or less than 0.5% of the market value of all assets under management by the retirement system. Cessation of
divestment, reinvestment, or any subsequent ongoing investment
authorized by this Section is limited to the minimum steps
necessary to avoid the contingency set forth in this
subsection (k). For any cessation of divestment, reinvestment, or
subsequent ongoing investment authorized by this Section, the
retirement system shall provide a written report to the Public Pension Division in advance of initial reinvestment, updated
semiannually thereafter as applicable, setting forth the
reasons and justification, supported by clear and convincing
evidence, for its decisions to cease divestment, reinvest, or
remain invested in companies having scrutinized active
business operations. This Section does not apply to reinvestment
in companies on the grounds that they have ceased to have
scrutinized active business operations.
(l) If any provision of this Section or its
application to any person or circumstance is held invalid, the
invalidity does not affect other provisions or applications of
the Act which can be given effect without the invalid
provision or application, and to this end the provisions of
this Section are severable.
(Source: P.A. 95-616, eff. 1-1-08; 95-876, eff. 8-21-08.)