(215 ILCS 5/33) (from Ch. 73, par. 645)
(Section scheduled to be repealed on January 1, 2027)
Sec. 33.
Decrease of
capital.
(1) When articles of amendment providing for a decrease of capital or a
decrease in the par value of shares, or both, become effective, each issued
share of the company shall thereupon be changed into and be a fractional
part of a share, or a share having a reduced par value, or both, as
provided by such amendment, and the holders of shares issued before the
amendment shall thereupon cease to be holders of such shares and shall be
and become holders of the shares authorized by the amendment upon the basis
specified in the amendment, whether or not certificates representing the
shares authorized by the amendment are then issued and delivered. The
company may require each shareholder to surrender his or her certificate
and
accept in lieu thereof a new certificate conforming to such decrease.
(2) No distribution of the assets of the company shall be made to the
shareholders upon any decrease of capital which shall reduce its surplus to
less than the surplus required by this Code for the kind
or kinds of business authorized to be transacted by the company.
(3) If the proposed articles of amendment providing for a decrease of
capital or a decrease in the par value of shares, or both, is part of a series
of transactions that includes subsequent transactions that will be subject to
Article VIII 1/2, the company shall provide the Director all of the information
called for in Article VIII 1/2 prior to the Director's approval. The Director
may decline to approve if the Director is not satisfied that the proposed
series of transactions satisfies the standards established in Article VIII
1/2.
(Source: P.A. 90-381, eff. 8-14-97.)
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