(805 ILCS 5/15.85) (from Ch. 32, par. 15.85)
Sec. 15.85. Effect of nonpayment of fees or taxes.
(a) The Secretary
of State shall not file any articles, statements,
certificates, reports, applications, notices, or other papers relating to
any corporation, domestic or foreign, organized under or subject to the
provisions of this Act until all fees, franchise taxes, and charges provided
to be paid in connection therewith shall have been paid to him or her, or
while the corporation is in default in the payment of any fees, franchise
taxes, charges, penalties, or interest herein provided to be paid by
or assessed
against it, or when the Illinois Department of Revenue has given notice
that the corporation is in default in the filing of a return or the payment
of any final assessment of tax, penalty or interest as required by any tax
Act administered by the Department.
(b) The Secretary of State shall not file, with respect to any domestic
or
foreign corporation, any document required or permitted to be filed by this
Act, which has an effective date other than the date of filing until there
has been paid by such corporation to the Secretary of State all fees, taxes
and charges due and payable on or before said effective date.
(c) No corporation required to pay a franchise tax, license fee,
penalty, or interest under this Act shall maintain any civil action until
all
such franchise taxes, license fees, penalties, and interest
have been paid in full.
(d) The Secretary of State shall, from information received from the
Illinois Commerce Commission, compile and keep a list of all domestic and
foreign corporations which are regulated pursuant to the provisions of the Public Utilities Act, or the Collateral Recovery Act, or the Personal Property Storage Act, or Chapter 18a, 18c, or 18d of the
Illinois Vehicle Code and which hold,
as a prerequisite for doing business in this State, any franchise, license,
permit, or right to engage in any business regulated by such Acts.
(e) Each month the Secretary of State shall, by written notice, advise the Chief Clerk of the Illinois Commerce Commission of: (i) any domestic corporation on the list maintained under subsection (d) that has been dissolved within the month; and (ii) any foreign corporation on the list maintained under subsection (d) whose authority to do business in Illinois has been revoked within the month.
(f) The Secretary of State and the Illinois Commerce Commission may provide each other the information required under this Section in an electronic format, including, without limitation by means of such agreed access, those records of the Secretary of State that will provide the Illinois Commerce Commission the information it requires under the statutes it administers. The provision of information under this Section shall begin as soon as is practicable, but in no event later than October 1, 2020. (Source: P.A. 100-863, eff. 8-14-18; 101-494, eff. 1-1-20.)
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(805 ILCS 5/15.90) (from Ch. 32, par. 15.90)
Sec. 15.90. Statute of limitations.
(a) Except as otherwise provided
in this Section and notwithstanding anything to the contrary contained in
any other Section of this Act, no domestic corporation or foreign
corporation shall be obligated to pay any annual franchise tax, fee,
or penalty or interest thereon imposed under this Act, nor shall any
administrative or judicial sanction
(including dissolution) be imposed or enforced nor access to the courts of
this State be denied based upon nonpayment thereof more than 7 years
after the date of filing the annual report with respect to the period
during which the obligation for the tax, fee, penalty or
interest arose, unless (1) within that 7 year period the Secretary of State
sends a written notice to the corporation to the effect that (A)
administrative or judicial action to dissolve the corporation or revoke its
authority for nonpayment of a tax, fee, penalty or interest
has been commenced; or (B) the corporation has submitted a report
but has
failed to pay a tax, fee, penalty or interest required to be paid
therewith; or (C) a report with respect to an event or action giving rise
to an obligation to pay a tax, fee, penalty or interest is required but has
not been filed, or has been filed and is in error or incomplete; or (2)
the annual report by the corporation was filed with fraudulent
intent to evade taxes payable under this Act. A corporation
nonetheless shall be required to pay all taxes
that would have been payable during the most recent 7 year period due to a
previously unreported increase in paid-in capital that occurred prior to
that 7 year period and interest and penalties thereon for that period, except that, from February 1, 2008 through March 15, 2008, with respect to any corporation that participates in the Franchise Tax and License Fee Amnesty Act of 2007, the corporation shall be only required to pay all taxes that would have been payable during the most recent 4 year period due to a previously unreported increase in paid-in capital that occurred prior to that 7 year period.
(b) If within 2 years following a change in control of a corporation the
corporation voluntarily pays in good faith all known obligations of
the corporation imposed by this Article 15 with respect to reports that
were required to have been filed since the beginning of the 7 year period
ending on the effective date of the change in control, no action shall be
taken to enforce or collect obligations of that corporation imposed by this
Article 15 with respect to reports that were required to have been filed
prior to that 7 year period regardless of whether the limitation period set
forth in subsection (a) is otherwise applicable. For purposes of this
subsection (b), a change in control means a transaction, or a series of
transactions consummated within a period of 180 consecutive days, as a
result of which a person which owned less than 10% of the shares having the
power to elect directors of the corporation acquires shares such that the
person becomes the holder of 80% or more of the shares having such power.
For purposes of this subsection (b) a person means any natural person,
corporation, partnership, trust or other entity together with all other
persons controlled by, controlling or under common control with such person.
(c) Except as otherwise provided in this Section and notwithstanding
anything to the contrary contained in any other Section of this Act, no foreign
corporation that has not previously obtained authority under
this Act shall, upon voluntary application for authority filed
with the Secretary of State prior to January 1, 2001, be obligated to pay any
tax, fee, penalty, or interest imposed under this Act, nor shall any
administrative or judicial sanction be imposed or enforced based upon
nonpayment thereof with respect to a period during which the obligation arose
that is prior to January 1, 1993 unless (1) prior to receipt of the application
for authority the Secretary of State had sent written notice
to
the corporation regarding its failure to obtain an application for authority, (2)
the corporation had submitted an application for authority
previously but had failed to pay any tax, fee, penalty or interest to be paid
therewith, or (3) the application for authority was submitted
by
the corporation with fraudulent intent to evade taxes payable under this Act.
A
corporation nonetheless shall be required to pay all taxes and fees due under
this Act that would have been payable since January 1, 1993 as a result of
commencing the transaction of its business in this State and interest thereon
for that period.
(Source: P.A. 95-233, eff. 8-16-07; 95-707, eff. 1-11-08; 96-66, eff. 1-1-10.)
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(805 ILCS 5/15.95) (from Ch. 32, par. 15.95)
Sec. 15.95. Department of Business Services Special Operations Fund.
(a) A
special fund in the State treasury known as the Division of
Corporations Special Operations
Fund is renamed the Department of Business Services Special Operations
Fund. Moneys deposited into the Fund shall, subject to appropriation, be
used by the Department of Business Services of the
Office of the Secretary of State,
hereinafter "Department", to create and maintain the
capability
to perform
expedited services in response to special requests made by the public for
same day or 24 hour service. Moneys deposited into the Fund shall be used
for, but not limited to, expenditures for personal services, retirement,
social security, contractual services, equipment, electronic data
processing, and telecommunications.
(b) On or before August 31 of each year, the balance in the Fund in excess of $600,000 shall be transferred to the General Revenue Fund.
(c) All fees payable to the Secretary of State under this Section
shall be deposited into the Fund. No other fees or taxes collected under
this Act shall be deposited into the Fund.
(d) "Expedited services" means services rendered within the same day,
or within 24 hours from the time, the request therefor is submitted by the
filer, law firm, service company, or messenger physically in person or, at
the Secretary of State's discretion, by electronic means, to the
Department's Springfield Office and includes requests for
certified copies,
photocopies, and certificates of good standing or fact made to the
Department's Springfield Office in person or by telephone,
or requests for
certificates of good standing or fact made in person or by telephone to the
Department's Chicago Office. A request submitted by electronic means may not be considered a request for expedited services solely because of its submission by electronic means, unless expedited service is requested by the filer.
(e) Fees for expedited services shall be as follows:
Restatement of articles, $200;
Merger, consolidation or exchange, $200;
Articles of incorporation, $100;
Articles of amendment, $100;
Revocation of dissolution, $100;
Reinstatement, $100;
Application for authority, $100;
Cumulative report of changes in issued shares or | ||
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Report following merger or consolidation, $100;
Certificate of good standing or fact, $20;
All other filings, copies of documents, annual | ||
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(f) Expedited services shall not be available for a statement of
correction, a petition for refund or adjustment, or a request involving
annual reports filed before January 1, 1984 or involving dissolved corporations
with a
file number below 5200.
(Source: P.A. 99-620, eff. 1-1-17; 100-186, eff. 7-1-18.)
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