Full Text of SB2557 96th General Assembly
SB2557 96TH GENERAL ASSEMBLY
|
|
|
96TH GENERAL ASSEMBLY
State of Illinois
2009 and 2010 SB2557
Introduced 1/13/2010, by Sen. William R. Haine SYNOPSIS AS INTRODUCED: |
|
805 ILCS 5/1.45 |
from Ch. 32, par. 1.45 |
805 ILCS 105/101.45 |
from Ch. 32, par. 101.45 |
805 ILCS 180/55-5 |
|
805 ILCS 215/1309 |
|
|
Amends the Business Corporation Act of 1983, the General Not For Profit Corporation Act of 1986, the Limited Liability Company Act, and the Uniform Limited Partnership Act (2001). Provides that if the Secretary of State fails to approve any articles of incorporation or other documents filed under any of those Acts that are required to be approved by the Secretary of State before the same are filed in his or her office, the Secretary of State shall, within 20 business days (instead of 10 days in the case of a corporation or 10 business days in the case of a limited liability company or limited partnership) give written notice of the disapproval to the person or entity delivering the documents. Provides for judicial review of the Secretary of State's revocation of the authority (instead of the certificate of authority) to transact business or conduct affairs in this State of any foreign
corporation. Effective immediately.
|
| |
|
|
A BILL FOR
|
|
|
|
|
SB2557 |
|
LRB096 16840 DRJ 32151 b |
|
| 1 |
| AN ACT concerning business.
| 2 |
| Be it enacted by the People of the State of Illinois,
| 3 |
| represented in the General Assembly:
| 4 |
| Section 5. The Business Corporation Act of 1983 is amended | 5 |
| by changing Section 1.45 as follows:
| 6 |
| (805 ILCS 5/1.45) (from Ch. 32, par. 1.45)
| 7 |
| Sec. 1.45. Judicial review under the Administrative Review | 8 |
| Law. | 9 |
| (a) If
the Secretary of State shall fail to approve any | 10 |
| articles of incorporation,
amendment, merger, consolidation, | 11 |
| dissolution, petition for
reduction or refund, or any other | 12 |
| document
required by this Act to be approved by the Secretary | 13 |
| of State before the
same shall be filed in his or her office, | 14 |
| the Secretary shall, within 20 business 10 days after
the | 15 |
| delivery thereof to him or her, give written notice of his or | 16 |
| her disapproval
to the person or corporation, domestic or | 17 |
| foreign, delivering the same,
specifying the reasons therefor. | 18 |
| The decision of the Secretary of State
is subject to judicial
| 19 |
| review under the Administrative Review Law, as now or hereafter | 20 |
| amended.
| 21 |
| (b) If the Secretary of State shall revoke the certificate | 22 |
| of authority to
transact business in this State of any foreign | 23 |
| corporation, pursuant to
this Act, such decision shall be |
|
|
|
SB2557 |
- 2 - |
LRB096 16840 DRJ 32151 b |
|
| 1 |
| subject to judicial review under the Administrative
Review Law, | 2 |
| as now or hereafter amended.
| 3 |
| (c) Appeals from all final orders and judgments entered by | 4 |
| the circuit court
under this section in review of any ruling or | 5 |
| decision of the Secretary
of State may be taken as in other | 6 |
| civil actions by either party to the proceeding.
| 7 |
| (Source: P.A. 84-924.)
| 8 |
| Section 10. The General Not For Profit Corporation Act of | 9 |
| 1986 is amended by changing Section 101.45 as follows:
| 10 |
| (805 ILCS 105/101.45) (from Ch. 32, par. 101.45)
| 11 |
| Sec. 101.45. Judicial review under the Administrative | 12 |
| Review Law. | 13 |
| (a) Judicial review under the Administrative
Review Law. If | 14 |
| the Secretary of State shall fail to approve
any articles of | 15 |
| incorporation, amendment, merger,
consolidation, or | 16 |
| dissolution, or any other document
required by this Act to be | 17 |
| approved by the Secretary of
State before the same shall be | 18 |
| filed in his or her office,
the Secretary shall, within 20 | 19 |
| business 10 days after the delivery
thereof to him or her, give | 20 |
| written notice of his or her
disapproval to the person or | 21 |
| corporation, domestic or
foreign, delivering the same, | 22 |
| specifying the reasons
therefor. The decision of the Secretary | 23 |
| of State is subject
to judicial review under the Administrative | 24 |
| Review Law, as
now or hereafter amended.
|
|
|
|
SB2557 |
- 3 - |
LRB096 16840 DRJ 32151 b |
|
| 1 |
| (b) If the Secretary of State shall revoke the certificate | 2 |
| of
authority to conduct affairs in this State of any foreign
| 3 |
| corporation, pursuant to this Act, such decision shall be
| 4 |
| subject to judicial review under the Administrative Review
Law, | 5 |
| as now or hereafter amended.
| 6 |
| (c) Appeals from all final orders and judgment entered by | 7 |
| the
circuit court under this section in review of any ruling or
| 8 |
| decision of the Secretary of State may be taken as in other
| 9 |
| civil actions by either party to the proceeding.
| 10 |
| (Source: P.A. 84-1423.)
| 11 |
| Section 15. The Limited Liability Company Act is amended by | 12 |
| changing Section 55-5 as follows:
| 13 |
| (805 ILCS 180/55-5)
| 14 |
| Sec. 55-5.
Judicial review under the Administrative
Review | 15 |
| Law.
| 16 |
| (a) If the Secretary of State shall fail to approve any
| 17 |
| document required by this Act to be approved by the Secretary
| 18 |
| of State before the document shall be filed in his or her
| 19 |
| office, the Secretary of State shall, within 20 10 business | 20 |
| days
after the delivery thereof to him or her, give written | 21 |
| notice
of the disapproval thereof to the person delivering
the | 22 |
| document, specifying the reasons therefor. The decision
of the | 23 |
| Secretary of State is subject to judicial review under
the | 24 |
| Administrative Review Law.
|
|
|
|
SB2557 |
- 4 - |
LRB096 16840 DRJ 32151 b |
|
| 1 |
| (b) If the Secretary of State shall revoke any
admission of | 2 |
| any foreign
limited liability company under this Act, the
| 3 |
| decision shall be subject to judicial review under the
| 4 |
| Administrative Review Law.
| 5 |
| (c) Appeals may be taken from all final orders and
| 6 |
| judgments entered by the circuit court under this Section in
| 7 |
| review of any ruling or decision of the Secretary of State
may | 8 |
| be taken as in other civil actions by either party to the
| 9 |
| proceeding.
| 10 |
| (Source: P.A. 87-1062.)
| 11 |
| Section 20. The
Uniform Limited Partnership Act (2001) is | 12 |
| amended by changing Section 1309 as follows: | 13 |
| (805 ILCS 215/1309)
| 14 |
| Sec. 1309. Judicial review under the Administrative Review | 15 |
| Law. | 16 |
| (a) If the Secretary of State shall fail to approve | 17 |
| documents as conforming to the law and file any document | 18 |
| required by this Act to be approved by the Secretary of State | 19 |
| before the same shall be filed in his or her business office, | 20 |
| the Secretary shall, within 20 10 business days after the | 21 |
| delivery thereof to him or her, give written notice of his or | 22 |
| her disapproval to the person or partnership delivering the | 23 |
| same, specifying the reasons therefor. The decision of the | 24 |
| Secretary of State is subject to judicial review under the |
|
|
|
SB2557 |
- 5 - |
LRB096 16840 DRJ 32151 b |
|
| 1 |
| Administrative Review Law, as now or hereafter amended. | 2 |
| (b) Appeals may be taken from all final orders and | 3 |
| judgments entered by the circuit court under this Section in | 4 |
| review of any ruling or decision of the Secretary of State as | 5 |
| in other civil actions by either party to the proceeding.
| 6 |
| (Source: P.A. 93-967, eff. 1-1-05.)
| 7 |
| Section 99. Effective date. This Act takes effect upon | 8 |
| becoming law.
|
|