Full Text of HB4578 100th General Assembly
HB4578ham002 100TH GENERAL ASSEMBLY | Rep. Jay Hoffman Filed: 4/18/2018
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| 1 | | AMENDMENT TO HOUSE BILL 4578
| 2 | | AMENDMENT NO. ______. Amend House Bill 4578, AS AMENDED, by | 3 | | inserting immediately before Section 10 of the bill the | 4 | | following:
| 5 | | "Section 3. The General Not For Profit Corporation Act of | 6 | | 1986 is amended by changing Section 104.05 as follows:
| 7 | | (805 ILCS 105/104.05) (from Ch. 32, par. 104.05)
| 8 | | Sec. 104.05. Corporate name of domestic or foreign
| 9 | | corporation. | 10 | | (a) The corporate name of a domestic
corporation or of a | 11 | | foreign corporation organized, existing
or subject to the | 12 | | provisions of this Act:
| 13 | | (1) May contain, separate and apart from any other
word | 14 | | or abbreviation in such name, the word "corporation,"
| 15 | | "company," "incorporated," or "limited," or an | 16 | | abbreviation
of one of such words;
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| 1 | | (2) Must end with the letters "NFP" if the corporate | 2 | | name contains
any word or phrase which indicates or implies | 3 | | that the corporation is organized
for any purpose other | 4 | | than a purpose for which corporations may be organized
| 5 | | under this Act or a purpose other than a purpose set forth | 6 | | in the corporation's
articles of incorporation;
| 7 | | (3) Shall be distinguishable upon the records in the
| 8 | | office of the Secretary of State from the name or assumed | 9 | | name of any domestic corporation or limited liability | 10 | | company
organized under the Limited Liability Company Act, | 11 | | whether
for profit or not for profit, existing under any | 12 | | Act of this
State or the name or assumed name of any | 13 | | foreign corporation or foreign
limited liability company | 14 | | registered under the Limited Liability Company Act,
| 15 | | whether for profit or
not for profit, authorized to | 16 | | transact business or conduct
affairs in this State, or a | 17 | | name the exclusive right to
which is, at the time, reserved | 18 | | or registered in the manner
provided in this Act or Section | 19 | | 1-15 of the Limited Liability Company Act,
except that, | 20 | | subject to the discretion
of the
Secretary of State, a | 21 | | foreign corporation that has a
name prohibited by this | 22 | | paragraph may be granted authority to conduct its affairs | 23 | | in this
State, if the foreign corporation:
| 24 | | (i) Elects to adopt an assumed corporation name
or | 25 | | names in accordance with Section 104.15 of this Act; | 26 | | and
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| 1 | | (ii) Agrees in its application for authority to | 2 | | conduct affairs in this State only under
such assumed | 3 | | corporate name or names;
| 4 | | (4) Shall not contain a word or phrase, or an
| 5 | | abbreviation or derivation thereof, the use of which is
| 6 | | prohibited or restricted by any other statute of this State
| 7 | | unless such restriction has been complied with;
| 8 | | (5) Shall consist of letters of the English alphabet,
| 9 | | Arabic or Roman numerals, or symbols capable of being
| 10 | | readily reproduced by the office of the Secretary of State;
| 11 | | (6) Shall not contain the words "regular democrat,"
| 12 | | "regular democratic," "regular republican," "democrat,"
| 13 | | "democratic," or "republican," nor the name of any other
| 14 | | established political party, unless consent to usage of | 15 | | such
words or name is given to the corporation by the State | 16 | | central committee
of such established
political party; | 17 | | notwithstanding any other provisions of this Act, any
| 18 | | corporation, whose name at the time this amendatory
Act | 19 | | takes effect contains any of the words listed in this | 20 | | paragraph shall
certify to the Secretary of State no later | 21 | | than January 1, 1989, that
consent has been given by the | 22 | | State central committee; consent given to a
corporation by | 23 | | the State central committee to use the above listed words
| 24 | | may be revoked upon notification to the corporation and the | 25 | | Secretary of State;
and
| 26 | | (7) Shall be the name under which the corporation
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| 1 | | conduct affairs in this State unless the corporation
shall | 2 | | also elect to adopt an assumed corporate name or names
as | 3 | | provided in this Act; provided, however, that the
| 4 | | corporation may use any divisional designation or trade | 5 | | name
without complying with the requirements of this Act,
| 6 | | provided the corporation also clearly discloses its
| 7 | | corporate name . ; and
| 8 | | (8) Shall not, as to any corporation organized or | 9 | | amending its corporate name on or after April 3, 2009 (the | 10 | | effective date of Public Act 96-7), without the express | 11 | | written consent of the United States Olympic Committee, | 12 | | contain the words: (i) "Olympic"; (ii) "Olympiad"; (iii) | 13 | | "Paralympic"; (iv) "Paralympiad"; (v) "Citius Altius | 14 | | Fortius"; (vi) "CHICOG"; or (vii) "Chicago 2016". | 15 | | (b) The Secretary of State shall determine whether a name
| 16 | | is "distinguishable" from another name for purposes of this
| 17 | | Act. Without excluding other names which may not constitute
| 18 | | distinguishable names in this State, a name is not
considered | 19 | | distinguishable, for purposes of this Act, solely
because it | 20 | | contains one or more of the following:
| 21 | | (1) The word "corporation," "company," "incorporated,"
| 22 | | or "limited" or an abbreviation of one of such words;
| 23 | | (2) Articles, conjunctions, contractions,
| 24 | | abbreviations, different tenses or number of the same word.
| 25 | | (c) Nothing in this Section or Sections 104.15 or 104.20 of
| 26 | | this Act shall:
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| 1 | | (1) Require any domestic corporation existing or any
| 2 | | foreign corporation having authority to conduct affairs on | 3 | | the
effective date of this Act, to modify or otherwise | 4 | | change
its corporate name or assumed corporate name, if | 5 | | any; or
| 6 | | (2) Abrogate or limit the common law or statutory law
| 7 | | of unfair competition or unfair trade practices, nor
| 8 | | derogate from the common law or principles of equity or the
| 9 | | statutes of this State or of the United States with respect
| 10 | | to the right to acquire and protect copyrights, trade | 11 | | names,
trade marks, service names, service marks, or any | 12 | | other
right to the exclusive use of name or symbols.
| 13 | | (Source: P.A. 96-7, eff. 4-3-09; 96-66, eff. 1-1-10; 96-328, | 14 | | eff. 8-11-09; 96-1000, eff. 7-2-10.)".
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