(805 ILCS 5/1.15)
(from Ch. 32, par. 1.15)
Statement of correction.
(a) Whenever any instrument authorized
to be filed with the Secretary of State under any provision of this Act
has been so filed and, as of the date of the action therein referred to,
contains any misstatement of fact, typographical error,
error of transcription or any other error or defect or was defectively or
erroneously executed, such instrument may be corrected by filing, in accordance
with Section 1.10 of this Act, a statement of correction.
(b) A statement of correction shall set forth:
(1) The name or names of the corporation or
corporations and the State or country under the laws of which each is organized.
(2) The title of the instrument being corrected and
the date it was filed by the Secretary of State.
(3) The inaccuracy, error or defect to be corrected
and the portion of the instrument in corrected form.
(c) A statement of correction shall be executed in the same manner in
which the instrument being corrected was required to be executed.
(d) The corrected instrument shall be effective as of the date the original
instrument was filed.
(e) A statement of correction shall not:
(1) Effect any change or amendment of articles which
would not in all respects have complied with the requirements of this Act at the time of filing the instrument being corrected.
(2) Take the place of any document, statement or
report otherwise required to be filed by this Act.
(3) Affect any right or liability accrued or incurred
before such filing, except that any right or liability accrued or incurred by reason of the error or defect being corrected shall be extinguished by such filing if the person having such right has not detrimentally relied on the original instrument.
(4) Alter the provisions of the articles of
incorporation with respect to the corporation name or purpose, the class or classes and number of shares to be authorized, and the names and addresses of the incorporators or initial directors.
(5) Alter the provisions of the application for
authority of a foreign corporation with respect to the corporation name.
(6) Alter the provisions of the application to adopt
or change an assumed corporate name with respect to the assumed corporate name.
(7) Alter the wording of any resolution as filed in
any document with the Secretary of State and which was in fact adopted by the board of directors or by the shareholders.
(8) Alter the provisions of the statement of election
of an extended filing month with respect to the extended filing month.
(f) A statement of correction may correct the basis, as established by
any document required to be filed by this Act, of license
fees, taxes, penalty, interest, or other charge paid or payable under this
(g) A statement of correction may provide the grounds for a petition
for a refund or an adjustment of an assessment filed under Section 1.17 of this
(Source: P.A. 93-59, eff. 7-1-03.)