Illinois General Assembly - Full Text of HB3576
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Full Text of HB3576  102nd General Assembly

HB3576 102ND GENERAL ASSEMBLY

  
  

 


 
102ND GENERAL ASSEMBLY
State of Illinois
2021 and 2022
HB3576

 

Introduced 2/22/2021, by Rep. Carol Ammons

 

SYNOPSIS AS INTRODUCED:
 
805 ILCS 5/7.05  from Ch. 32, par. 7.05
805 ILCS 5/11.39
805 ILCS 5/14.13 new
805 ILCS 5/15.10  from Ch. 32, par. 15.10
805 ILCS 5/15.35  from Ch. 32, par. 15.35
805 ILCS 5/15.97  from Ch. 32, par. 15.97
805 ILCS 40/1.10
805 ILCS 40/2.01
805 ILCS 215/1308

    Amends the Business Corporation Act of 1983. Authorizes shareholder meetings to be held by means of remote communication. Provides for the combination of corporations and limited liability entities rather than limited liability companies and partnerships. Provides for reports of interim changes of corporations. Accelerates the repeal of provisions relating to franchise taxes from 2025 to 2024. Delays repeal of the corporate franchise tax refund fund from 2022 to 2024. Amends the Benefit Corporation Act to provide that a benefit corporation may be organized under the laws of another state. Amends the Uniform Limited Partnership Act to provide that a request submitted by electronics means may not be considered a request for expedited service.


LRB102 12798 JLS 18138 b

FISCAL NOTE ACT MAY APPLY

 

 

A BILL FOR

 

HB3576LRB102 12798 JLS 18138 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 Business Corporation Act of 1983 is amended
5by changing Sections 7.05, 11.39, 15.10, 15.35, and 15.97 and
6by adding Section 14.13 as follows:
 
7    (805 ILCS 5/7.05)  (from Ch. 32, par. 7.05)
8    Sec. 7.05. Meetings of shareholders. Meetings of
9shareholders may be held either within or without this State,
10as may be provided in the by-laws or in a resolution of the
11board of directors pursuant to authority granted in the
12by-laws. In the absence of any such provision, all meetings
13shall be held at the principal registered office of the
14corporation in this State.
15    An annual meeting of the shareholders shall be held at
16such time as may be provided in the by-laws or in a resolution
17of the board of directors pursuant to authority granted in the
18by-laws. Failure to hold the annual meeting at the designated
19time shall not work a forfeiture or dissolution of the
20corporation nor affect the validity of corporate action. If an
21annual meeting has not been held within the earlier of 6 six
22months after the end of the corporation's fiscal year or 15
23fifteen months after its last annual meeting and if, after a

 

 

HB3576- 2 -LRB102 12798 JLS 18138 b

1request in writing directed to the president of the
2corporation, a notice of meeting is not given within 60 days of
3such request, then any shareholder entitled to vote at an
4annual meeting may apply to the circuit court of the county in
5which the registered office or principal place of business of
6the corporation is located for an order directing that the
7meeting be held and fixing the time and place of the meeting.
8The court may issue such additional orders as may be necessary
9or appropriate for the holding of the meeting.
10    Unless specifically prohibited by the articles of
11incorporation or by-laws, a corporation may allow shareholders
12to participate in and act at any meeting of the shareholders by
13means of remote communication, including, but not limited to,
14through the use of a conference telephone or interactive
15technology, including but not limited to electronic
16transmission, or Internet usage, or remote communication, by
17means of which all persons participating in the meeting can
18communicate with each other. Shareholders participating in a
19shareholders' meeting by means of remote communication shall
20be deemed present and may vote at such a meeting if the
21corporation has implemented reasonable measures:
22        (1) to verify that each person participating remotely
23    as a shareholder is a shareholder; and
24        (2) to provide to such shareholders a reasonable
25    opportunity to participate in the meeting and to vote on
26    matters submitted to the shareholders, including the

 

 

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1    opportunity to communicate and to read or hear the
2    proceedings of the meeting.
3    A shareholder entitled to vote at a meeting of the
4    shareholders shall be permitted to attend the meeting
5    where space permits (in the case of a meeting at a place),
6    and subject to the corporation's by-laws and rules
7    governing the conduct of the meeting and the power of the
8    chairman to regulate the orderly conduct of the meeting.
9    Participation in such meeting shall constitute attendance
10    and presence in person at the meeting of the person or
11    persons so participating.
12    Special meetings of the shareholders may be called by the
13president, by the board of directors, by the holders of not
14less than one-fifth of all the outstanding shares entitled to
15vote on the matter for which the meeting is called or by such
16other officers or persons as may be provided in the articles of
17incorporation or the by-laws.
18    Only business within the purpose or purposes described in
19the meeting notice required by Section 7.15 of this Act may be
20conducted at a special meeting of shareholders. Unless the
21by-laws require the meeting of shareholders to be held at a
22place, the board of directors may determine that any meeting
23of the shareholders shall not be held at any place and shall
24instead be held solely by means of remote communication, but
25only if the corporation implements the measures specified in
26items (1) and (2) of this Section.

 

 

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1(Source: P.A. 94-655, eff. 1-1-06.)
 
2    (805 ILCS 5/11.39)
3    Sec. 11.39. Merger of domestic corporation and limited
4liability entities company.
5    (a) Any one or more domestic corporations may merge with
6or into one or more limited liability entities companies of
7this State, any other state or states of the United States, or
8the District of Columbia, if the laws of the other state or
9states or the District of Columbia permit the merger. The
10domestic corporation or corporations and the limited liability
11entity or entities company or companies may merge with or into
12a corporation, which may be any one of these corporations, or
13they may merge with or into a limited liability entity
14company, which may be any one of these limited liability
15entities companies, which shall be a domestic corporation or
16limited liability entity company of this State, any other
17state of the United States, or the District of Columbia, which
18permits the merger pursuant to a plan of merger complying with
19and approved in accordance with this Section.
20    (b) The plan of merger must set forth the following:
21        (1) The names of the domestic corporation or
22    corporations and limited liability entity or entities
23    company or companies proposing to merge and the name of
24    the domestic corporation or limited liability entity
25    company into which they propose to merge, which is

 

 

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1    designated as the surviving entity.
2        (2) The terms and conditions of the proposed merger
3    and the mode of carrying the same into effect.
4        (3) The manner and basis of converting the shares of
5    each domestic corporation and the interests of each
6    limited liability entity company into shares, interests,
7    obligations, other securities of the surviving entity or
8    into cash or other property or any combination of the
9    foregoing.
10        (4) In the case of a merger in which a domestic
11    corporation is the surviving entity, a statement of any
12    changes in the articles of incorporation of the surviving
13    corporation to be effected by the merger.
14        (5) Any other provisions with respect to the proposed
15    merger that are deemed necessary or desirable, including
16    provisions, if any, under which the proposed merger may be
17    abandoned prior to the filing of the articles of merger by
18    the Secretary of State of this State.
19    (c) The plan required by subsection (b) of this Section
20shall be adopted and approved by the constituent corporation
21or corporations in the same manner as is provided in Sections
2211.05, 11.15, and 11.20 of this Act and, in the case of a
23limited liability entity company, in accordance with the terms
24of its operating or partnership agreement, if any, and in
25accordance with the laws under which it was formed.
26    (d) Upon this approval, articles of merger shall be

 

 

HB3576- 6 -LRB102 12798 JLS 18138 b

1executed by each constituent corporation and limited liability
2entity company and filed with the Secretary of State. The
3merger shall become effective for all purposes of the laws of
4this State when and as provided in Section 11.40 of this Act
5with respect to the merger of corporations of this State.
6    (e) If the surviving entity is to be governed by the laws
7of the District of Columbia or any state other than this State,
8it shall file with the Secretary of State of this State an
9agreement that it may be served with process in this State in
10any proceeding for enforcement of any obligation of any
11constituent corporation or limited liability entity company of
12this State, as well as for enforcement of any obligation of the
13surviving corporation or limited liability entity company
14arising from the merger, including any suit or other
15proceeding to enforce the shareholders right to dissent as
16provided in Section 11.70 of this Act, and shall irrevocably
17appoint the Secretary of State of this State as its agent to
18accept service of process in any such suit or other
19proceedings.
20    (f) Section 11.50 of this Act shall, insofar as it is
21applicable, apply to mergers between domestic corporations and
22limited liability entities companies.
23    (g) In any merger under this Section, the surviving entity
24shall not engage in any business or exercise any power that a
25domestic corporation or domestic limited liability entity
26company may not otherwise engage in or exercise in this State.

 

 

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1Furthermore, the surviving entity shall be governed by the
2ownership and control restrictions in Illinois law applicable
3to that type of entity.
4(Source: P.A. 96-1121, eff. 1-1-11.)
 
5    (805 ILCS 5/14.13 new)
6    Sec. 14.13. Report of interim changes of domestic or
7foreign corporations. Any corporation, domestic or foreign,
8may report interim changes in the name, address or both of its
9officers and directors, its principal office or its
10minority-owned business status by filing a report under this
11Section containing the following information:
12        (1) The name of the corporation.
13        (2) The address, including street and number, or rural
14    route number, of its registered office in this State, and
15    the name of its registered agent at that address.
16        (3) The address, including street and number, or rural
17    route number, of its principal office.
18        (4) The names and respective addresses, including
19    street and number, or rural route number, of its directors
20    and officers.
21    A statement, including the basis therefor, of status as a
22minority-owned business or as a women-owned business as those
23terms are defined in the Business Enterprise for Minorities,
24Women, and Persons with Disabilities Act.
25    The interim report of changes shall be made on forms

 

 

HB3576- 8 -LRB102 12798 JLS 18138 b

1prescribed and furnished by the Secretary of State and shall
2be executed by the corporation by its president, a
3vice-president, secretary, assistant secretary, treasurer, or
4other officer duly authorized by the board of directors of the
5corporation to execute those reports, and verified by him or
6her, or, if the corporation is in the hands of a receiver or
7trustee, it shall be executed on behalf of the corporation and
8verified by the receiver or trustee.
 
9    (805 ILCS 5/15.10)  (from Ch. 32, par. 15.10)
10    Sec. 15.10. Fees for filing documents. The Secretary of
11State shall charge and collect for:
12    (a) Filing articles of incorporation, $150.
13    (b) Filing articles of amendment, $50, unless the
14amendment is a restatement of the articles of incorporation,
15in which case the fee shall be $150.
16    (c) Filing articles of merger or consolidation, $100, but
17if the merger or consolidation involves more than 2
18corporations, $50 for each additional corporation.
19    (d) Filing articles of share exchange, $100.
20    (e) Filing articles of dissolution, $5.
21    (f) Filing application to reserve a corporate name, $25.
22    (g) Filing a notice of transfer of a reserved corporate
23name, $25.
24    (h) Filing statement of change of address of registered
25office or change of registered agent, or both, $25.

 

 

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1    (i) Filing statement of the establishment of a series of
2shares, $25.
3    (j) Filing an application of a foreign corporation for
4authority to transact business in this State, $150.
5    (k) Filing an application of a foreign corporation for
6amended authority to transact business in this State, $25.
7    (l) Filing a copy of amendment to the articles of
8incorporation of a foreign corporation holding authority to
9transact business in this State, $50, unless the amendment is
10a restatement of the articles of incorporation, in which case
11the fee shall be $150.
12    (m) Filing a copy of articles of merger of a foreign
13corporation holding a certificate of authority to transact
14business in this State, $100, but if the merger involves more
15than 2 corporations, $50 for each additional corporation.
16    (n) Filing an application for withdrawal and final report
17or a copy of articles of dissolution of a foreign corporation,
18$25.
19    (o) Filing an annual report, interim annual report, or
20final transition annual report of a domestic or foreign
21corporation, $75.
22    (p) Filing an application for reinstatement of a domestic
23or a foreign corporation, $200.
24    (q) Filing an application for use of an assumed corporate
25name, $150 for each year or part thereof ending in 0 or 5, $120
26for each year or part thereof ending in 1 or 6, $90 for each

 

 

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1year or part thereof ending in 2 or 7, $60 for each year or
2part thereof ending in 3 or 8, $30 for each year or part
3thereof ending in 4 or 9, between the date of filing the
4application and the date of the renewal of the assumed
5corporate name; and a renewal fee for each assumed corporate
6name, $150.
7    (r) To change an assumed corporate name for the period
8remaining until the renewal date of the original assumed name,
9$25.
10    (s) Filing an application for cancellation of an assumed
11corporate name, $5.
12    (t) Filing an application to register the corporate name
13of a foreign corporation, $50; and an annual renewal fee for
14the registered name, $50.
15    (u) Filing an application for cancellation of a registered
16name of a foreign corporation, $25.
17    (v) Filing a statement of correction, $50.
18    (w) Filing a petition for refund or adjustment, $5.
19    (x) Filing a statement of election of an extended filing
20month, $25.
21    (y) Filing a report of interim changes, $50.
22    (z) Filing any other statement or report, $5.
23(Source: P.A. 95-331, eff. 8-21-07.)
 
24    (805 ILCS 5/15.35)  (from Ch. 32, par. 15.35)
25    (Section scheduled to be repealed on December 31, 2025)

 

 

HB3576- 11 -LRB102 12798 JLS 18138 b

1    Sec. 15.35. Franchise taxes payable by domestic
2corporations. For the privilege of exercising its franchises
3in this State, each domestic corporation shall pay to the
4Secretary of State the following franchise taxes, computed on
5the basis, at the rates and for the periods prescribed in this
6Act:
7        (a) An initial franchise tax at the time of filing its
8    first report of issuance of shares.
9        (b) An additional franchise tax at the time of filing
10    (1) a report of the issuance of additional shares, or (2) a
11    report of an increase in paid-in capital without the
12    issuance of shares, or (3) an amendment to the articles of
13    incorporation or a report of cumulative changes in paid-in
14    capital, whenever any amendment or such report discloses
15    an increase in its paid-in capital over the amount thereof
16    last reported in any document, other than an annual
17    report, interim annual report or final transition annual
18    report required by this Act to be filed in the office of
19    the Secretary of State.
20        (c) An additional franchise tax at the time of filing
21    a report of paid-in capital following a statutory merger
22    or consolidation, which discloses that the paid-in capital
23    of the surviving or new corporation immediately after the
24    merger or consolidation is greater than the sum of the
25    paid-in capital of all of the merged or consolidated
26    corporations as last reported by them in any documents,

 

 

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1    other than annual reports, required by this Act to be
2    filed in the office of the Secretary of State; and in
3    addition, the surviving or new corporation shall be liable
4    for a further additional franchise tax on the paid-in
5    capital of each of the merged or consolidated corporations
6    as last reported by them in any document, other than an
7    annual report, required by this Act to be filed with the
8    Secretary of State from their taxable year end to the next
9    succeeding anniversary month or, in the case of a
10    corporation which has established an extended filing
11    month, the extended filing month of the surviving or new
12    corporation; however if the taxable year ends within the
13    2-month 2 month period immediately preceding the
14    anniversary month or, in the case of a corporation which
15    has established an extended filing month, the extended
16    filing month of the surviving or new corporation the tax
17    will be computed to the anniversary month or, in the case
18    of a corporation which has established an extended filing
19    month, the extended filing month of the surviving or new
20    corporation in the next succeeding calendar year.
21        (d) An annual franchise tax payable each year with the
22    annual report which the corporation is required by this
23    Act to file.
24    (e) On or after January 1, 2020 and prior to January 1,
252021, the first $30 in liability is exempt from the tax imposed
26under this Section. On or after January 1, 2021 and prior to

 

 

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1January 1, 2022, the first $1,000 in liability is exempt from
2the tax imposed under this Section. On or after January 1, 2022
3and prior to January 1, 2023, the first $10,000 in liability is
4exempt from the tax imposed under this Section. On or after
5January 1, 2023 and prior to January 1, 2024, the first
6$100,000 in liability is exempt from the tax imposed under
7this Section. The provisions of this Section shall not require
8the payment of any franchise tax that would otherwise have
9been due and payable on or after January 1, 2024. There shall
10be no refunds or proration of franchise tax for any taxes due
11and payable on or after January 1, 2024 on the basis that a
12portion of the corporation's taxable year extends beyond
13January 1, 2024. Public Act 101-9 This amendatory Act of the
14101st General Assembly shall not affect any right accrued or
15established, or any liability or penalty incurred prior to
16January 1, 2024.
17    (f) This Section is repealed on December 31, 2024 2025.
18(Source: P.A. 101-9, eff. 6-5-19; revised 7-18-19.)
 
19    (805 ILCS 5/15.97)  (from Ch. 32, par. 15.97)
20    (Section scheduled to be repealed on December 31, 2022)
21    Sec. 15.97. Corporate Franchise Tax Refund Fund.
22    (a) Beginning July 1, 1993, a percentage of the amounts
23collected under Sections 15.35, 15.45, 15.65, and 15.75 of
24this Act shall be deposited into the Corporate Franchise Tax
25Refund Fund, a special Fund hereby created in the State

 

 

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1treasury. From July 1, 1993, until December 31, 1994, there
2shall be deposited into the Fund 3% of the amounts received
3under those Sections. Beginning January 1, 1995, and for each
4fiscal year beginning thereafter, 2% of the amounts collected
5under those Sections during the preceding fiscal year shall be
6deposited into the Fund.
7    (b) Beginning July 1, 1993, moneys in the Fund shall be
8expended exclusively for the purpose of paying refunds payable
9because of overpayment of franchise taxes, penalties, or
10interest under Sections 13.70, 15.35, 15.45, 15.65, 15.75, and
1116.05 of this Act and making transfers authorized under this
12Section. Refunds in accordance with the provisions of
13subsections (f) and (g) of Section 1.15 and Section 1.17 of
14this Act may be made from the Fund only to the extent that
15amounts collected under Sections 15.35, 15.45, 15.65, and
1615.75 of this Act have been deposited in the Fund and remain
17available. On or before August 31 of each year, the balance in
18the Fund in excess of $100,000 shall be transferred to the
19General Revenue Fund. Notwithstanding the provisions of this
20subsection, for the period commencing on or after July 1,
212022, amounts in the fund shall not be transferred to the
22General Revenue Fund and shall be used to pay refunds in
23accordance with the provisions of this Act. Within a
24reasonable time after December 31, 2022, the Secretary of
25State shall direct and the Comptroller shall order transferred
26to the General Revenue Fund all amounts remaining in the fund.

 

 

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1    (c) This Act shall constitute an irrevocable and
2continuing appropriation from the Corporate Franchise Tax
3Refund Fund for the purpose of paying refunds upon the order of
4the Secretary of State in accordance with the provisions of
5this Section.
6    (d) This Section is repealed on December 31, 2024 2022.
7(Source: P.A. 101-9, eff. 6-5-19.)
 
8    Section 10. The Benefit Corporation Act is amended by
9changing Sections 1.10 and 2.01 as follows:
 
10    (805 ILCS 40/1.10)
11    Sec. 1.10. Definitions. As used in this Act, unless the
12context otherwise requires, the words and phrases defined in
13this Section shall have the meanings set forth herein.
14    "Benefit corporation" means a corporation organized under
15the Business Corporation Act of 1983 or a foreign benefit
16corporation organized under the laws of another state,
17authorized to transact business in this State, and:
18        (1) which has elected to become subject to this Act;
19    and
20        (2) whose status as a benefit corporation has not been
21    terminated under Section 2.10.
22    "Benefit director" means either:
23        (1) the director designated as the benefit director of
24    a benefit corporation under Section 4.05; or

 

 

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1        (2) a person with one or more of the powers, duties, or
2    rights of a benefit director to the extent provided in the
3    bylaws pursuant to Section 4.05.
4    "Benefit enforcement proceeding" means a claim or action
5for:
6        (1) the failure of a benefit corporation to pursue or
7    create general public benefit or a specific public benefit
8    set forth in its articles of incorporation; or
9        (2) a violation of an obligation, duty, or standard of
10    conduct under this Act.
11    "Benefit officer" means the individual designated as the
12benefit officer of a benefit corporation under Section 4.15.
13    "General public benefit" means a material positive impact
14on society and the environment, taken as a whole, assessed
15against a third-party standard, from the business and
16operations of a benefit corporation.
17    "Independent" means having no material relationship with a
18benefit corporation or a subsidiary of the benefit
19corporation. A person serving as benefit director or benefit
20officer may be considered independent. For the purposes of
21this definition, a percentage of ownership in an entity shall
22be calculated as if all outstanding rights to acquire equity
23interests in the entity have been exercised. A material
24relationship between a person and a benefit corporation or any
25of its subsidiaries will be conclusively presumed to exist if:
26        (1) the person is, or has been within the last 3 years,

 

 

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1    an employee other than a benefit officer of the benefit
2    corporation or a subsidiary of the benefit corporation;
3        (2) an immediate family member of the person is, or
4    has been within the last 3 years, an executive officer
5    other than a benefit officer of the benefit corporation or
6    its subsidiaries; or
7        (3) there is beneficial or record ownership of 5% or
8    more of the outstanding shares of the benefit corporation
9    by:
10            (A) the person; or
11            (B) an entity:
12                (i) of which the person is a director, an
13            officer, or a manager; or
14                (ii) in which the person owns beneficially or
15            of record 5% or more of the outstanding equity
16            interests.
17    "Minimum status vote" means that:
18        (1) in the case of a corporation, in addition to any
19    other approval or vote required by the Business
20    Corporation Act of 1983, the bylaws, or the articles of
21    incorporation:
22            (A) the shareholders of every class or series
23        shall be entitled to vote on the corporate action
24        regardless of a limitation stated in the articles of
25        incorporation or bylaws on the voting rights of any
26        class or series; and

 

 

HB3576- 18 -LRB102 12798 JLS 18138 b

1            (B) the corporate action shall be approved by vote
2        of the outstanding shares of each class or series
3        entitled to vote by at least two-thirds of the votes
4        that all shareholders of the class or series are
5        entitled to cast on the action; and
6        (2) in the case of an entity organized under the laws
7    of this State that is not a corporation, in addition to any
8    other approval, vote, or consent required by the statutory
9    law, if any, that principally governs the internal affairs
10    of the entity or any provision of the publicly filed
11    record or document required to form the entity, if any, or
12    of any agreement binding on some or all of the holders of
13    equity interests in the entity:
14            (A) the holders of every class or series of equity
15        interest in the entity that are entitled to receive a
16        distribution of any kind from the entity shall be
17        entitled to vote on or consent to the action
18        regardless of any otherwise applicable limitation on
19        the voting or consent rights of any class or series;
20        and
21            (B) the action must be approved by a vote or
22        consent of at least two-thirds of such holders.
23    "Specific public benefit" means:
24        (1) providing low-income or underserved individuals or
25    communities with beneficial products or services;
26        (2) promoting economic opportunity for individuals or

 

 

HB3576- 19 -LRB102 12798 JLS 18138 b

1    communities beyond the creation of jobs in the ordinary
2    course of business;
3        (3) preserving the environment;
4        (4) improving human health;
5        (5) promoting the arts, sciences or advancement of
6    knowledge;
7        (6) increasing the flow of capital to entities with a
8    public benefit purpose; or
9        (7) the accomplishment of any other particular benefit
10    for society or the environment.
11    "Subsidiary" of a person means an entity in which the
12person owns beneficially or of record 50% or more of the
13outstanding equity interests. For the purposes of this
14subsection, a percentage of ownership in an entity shall be
15calculated as if all outstanding rights to acquire equity
16interests in the entity have been exercised.
17    "Third-party standard" means a standard for defining,
18reporting, and assessing overall corporate, social, and
19environmental performance that:
20        (1) is a comprehensive assessment of the impact of the
21    business and the business' operations upon the
22    considerations listed in subdivisions (a)(1)(B) through
23    (a)(1)(E) of Section 4.01;
24        (2) is developed by an entity that has no material
25    financial relationship with the benefit corporation or any
26    of its subsidiaries;

 

 

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1        (3) is developed by an entity that is not materially
2    financed by any of the following organizations and not
3    more than one-third of the members of the governing body
4    of the entity are representatives of:
5            (A) associations of businesses operating in a
6        specific industry, the performance of whose members is
7        measured by the standard;
8            (B) businesses from a specific industry or an
9        association of businesses in that industry; or
10            (C) businesses whose performance is assessed
11        against the standard; and
12        (4) is developed by an entity that:
13            (A) accesses necessary and appropriate expertise
14        to assess overall corporate social and environmental
15        performance; and
16            (B) uses a balanced multi-stakeholder approach,
17        including a public comment period of at least 30 days
18        to develop the standard; and
19        (5) makes the following information regarding the
20    standard publicly available:
21            (A) the factors considered when measuring the
22        overall social and environmental performance of a
23        business and the relative weight, if any, given to
24        each of those factors;
25            (B) the identity of the directors, officers, any
26        material owners, and the governing body of the entity

 

 

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1        that developed, and controls revisions to, the
2        standard, and the process by which revisions to the
3        standard and changes to the membership of the
4        governing body are made; and
5            (C) an accounting of the sources of financial
6        support for the entity, with sufficient detail to
7        disclose any relationships that could reasonably be
8        considered to present a potential conflict of
9        interest.
10(Source: P.A. 97-885, eff. 1-1-13.)
 
11    (805 ILCS 40/2.01)
12    Sec. 2.01. Formation of benefit corporations. A benefit
13corporation must be formed in accordance with Article 2 of the
14Business Corporation Act of 1983 or be a foreign benefit
15corporation organized under the laws of another state and
16authorized to transact business in this State. In addition to
17the formation requirements of that Act, the articles of
18incorporation of a benefit corporation must state that it is a
19benefit corporation in accordance with the provisions of this
20Article.
21(Source: P.A. 97-885, eff. 1-1-13.)
 
22    Section 15. The Uniform Limited Partnership Act (2001) is
23amended by changing Section 1308 as follows:
 

 

 

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1    (805 ILCS 215/1308)
2    Sec. 1308. Department of Business Services Special
3Operations Fund.
4    (a) A special fund in the State Treasury is created and
5shall be known as the Department of Business Services Special
6Operations Fund. Moneys deposited into the Fund shall, subject
7to appropriation, be used by the Department of Business
8Services of the Office of the Secretary of State, hereinafter
9"Department", to create and maintain the capability to perform
10expedited services in response to special requests made by the
11public for same day or 24 hour service. Moneys deposited into
12the Fund shall be used for, but not limited to, expenditures
13for personal services, retirement, Social Security,
14contractual services, equipment, electronic data processing,
15and telecommunications.
16    (b) The balance in the Fund at the end of any fiscal year
17shall not exceed $600,000 and any amount in excess thereof
18shall be transferred to the General Revenue Fund.
19    (c) All fees payable to the Secretary of State under this
20Section shall be deposited into the Fund. No other fees or
21charges collected under this Act shall be deposited into the
22Fund.
23    (d) "Expedited services" means services rendered within
24the same day, or within 24 hours from the time the request
25therefor is submitted by the filer, law firm, service company,
26or messenger physically in person or, at the Secretary of

 

 

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1State's discretion, by electronic means, to the Department's
2Springfield Office or Chicago Office and includes requests for
3certified copies and , photocopies, and certificates of
4existence or abstracts of computer record made to the
5Department's Springfield Office in person or by telephone, or
6requests for certificates of existence or abstracts of
7computer record made in person or by telephone to the
8Department's Chicago Office. A request submitted by electronic
9means may not be considered a request for expedited services
10solely because of its submission by electronic means, unless
11expedited service is requested by the filer.
12    (e) Fees for expedited services shall be as follows:
13        Merger, $200;
14        Certificate of limited partnership, $100;
15        Certificate of amendment, $100;
16        Reinstatement, $100;
17        Application for admission to transact business, $100;
18        Abstract Certificate of existence or abstract of
19    computer record, $20;
20        All other filings, copies of documents, annual renewal
21    reports, and copies of documents of canceled limited
22    partnerships, $50.
23    (f) Filing of annual renewal reports and requests for
24certificates of existence shall be made in real time only,
25without expedited services available.
26(Source: P.A. 100-186, eff. 7-1-18; 100-561, eff. 7-1-18;

 

 

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1101-81, eff. 7-12-19.)