(205 ILCS 305/62) (from Ch. 17, par. 4463)
Sec. 62. Liquidation.
(1) A credit union may elect to dissolve voluntarily
and liquidate its affairs in the manner prescribed in this Section.
(2) The board of directors shall adopt a resolution recommending the credit
union be dissolved voluntarily, and directing that the question of liquidating
be submitted to the members.
(3) Within 10 days after the board of directors decides to submit the
question of liquidation to the members, the chairman or president shall
notify the Secretary thereof, in writing, setting forth the reasons for the
proposed action. Within 10 days after the members act on the question of
liquidation, the chairman or president shall notify the Secretary, in writing,
as to whether or not the members approved the proposed liquidation. The Secretary
then must determine whether this Section has been complied with
and if his decision is favorable, he shall prepare a certificate to the
effect that this Section has been complied with, a copy of which will be
retained by the Department and the other copy forwarded to the credit union.
The certificate must be filed with the recorder or if there is
no recorder, in the office of the county clerk of the county or counties in
which the credit union is operating, whereupon the credit union must cease
operations except for the purpose of its liquidation.
(4) As soon as the board of directors passes a resolution to submit the
question of liquidation to the members, payment on shares, withdrawal of
shares, making any transfer of shares to loans and interest, making investments
of any kind and granting loans shall be suspended pending action by members.
On approval by the members of such proposal, all such operations shall be
permanently discontinued. The necessary expenses of operating shall, however,
continue to be paid on authorization of the board of directors or the liquidating agent
during the period of liquidation.
(5) For a credit union to enter voluntary liquidation, it must be approved
by affirmative vote of the members owning a majority of the shares entitled
to vote, in person or by proxy, at a regular or special meeting of the members.
Notice, in writing, shall be given to each member, by first class mail,
at least 10 days prior to such meeting. If liquidation is approved, the board of directors
shall appoint a liquidating agent for the purpose of
conserving and collecting the assets, closing the affairs of the credit
union and distributing the assets as required by this Act.
(6) A liquidating credit union shall continue in existence for the purpose
of discharging its debts, collecting and distributing its assets, and doing
all acts required in order to terminate its operations and may sue and be
sued for the purpose of enforcing such debts and obligations until its affairs
are fully adjusted.
(7) Subject to such rules and regulations as the Secretary may promulgate,
the liquidating agent shall use the assets of the credit union to pay; first,
expenses incidental to liquidating including any surety bond that may be
required; then, liabilities of the credit union; then special classes of
shares. The remaining assets shall then be distributed to the members
proportionately to the dollar value of the shares held by each member in
relation to the total dollar value of all shares outstanding as of the date the
dissolution was voted.
(8) As soon as the liquidating agent determines that all assets as to
which there is a reasonable expectancy of sale or transfer have been liquidated
and distributed as set forth in this Section, he shall execute a certificate
of dissolution on a form prescribed by the Department and file the same,
together with all pertinent books and records of the liquidating credit
union with the Department, whereupon such credit union shall be dissolved.
The liquidating agent must, within 3 years after issuance of a certificate
by the Secretary referred to in Subsection (3) of this Section, discharge
the debts of the credit union, collect and distribute its assets and do
all other acts required to wind up its business.
(9) If the Secretary determines that the liquidating agent has failed to
make reasonable progress in the liquidating of the credit union's affairs
and distribution of its assets or has violated this Act, the Secretary may
take possession and control of the credit union and remove the liquidating agent and appoint a liquidating agent to complete the liquidation under
his direction and control. The Secretary shall fill any vacancy caused by
the resignation, death, illness, removal, desertion or incapacity to function
of the liquidating agent.
(10) Any funds representing unclaimed dividends and shares in liquidation
and remaining in the hands of the board of directors or the liquidating agent at the end of the liquidation must be deposited by them, together with
all books and papers of the credit union, with the State Treasurer in
compliance with the Revised Uniform Unclaimed Property Act.
(Source: P.A. 100-22, eff. 1-1-18.)
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