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805 ILCS 105/107.10
(805 ILCS 105/107.10) (from Ch. 32, par. 107.10)
Sec. 107.10. Informal action by members entitled to
vote. (a) Unless otherwise provided in the articles of
incorporation or the bylaws, except for the dissolution of a not-for-profit corporation organized for the purpose of ownership or administration of residential property on a cooperative basis, any action required by this
Act to be taken at any annual or special meeting of the
members entitled to vote, or any other action which may be
taken at a meeting of the members entitled to vote, may be
taken by ballot without a meeting in writing by mail, e-mail, or any other electronic means pursuant to which the members entitled to vote thereon are given the opportunity to vote for or against the proposed action, and the action receives approval by a majority of the members casting votes, or such larger number as may be required by the Act, the articles of incorporation, or the bylaws, provided that the number of members casting votes would constitute a quorum if such action had been taken at a meeting. Voting must remain open for not less than 5 days from the date the ballot is delivered; provided, however, in the case of a removal of one or more directors, a merger, consolidation, dissolution or sale, lease or exchange of assets, the voting must remain open for not less than 20 days from the date the ballot is delivered.
(b) Such informal action by members shall become
effective only if, at least 5 days prior to the
effective date of such informal action, a notice in writing of the
proposed action is delivered to all of the members entitled
to vote with respect to the subject matter thereof.
(c) In the event that the action which is approved is
such as would have required the filing of a certificate
under any other Section of this Act if such action had been
voted on by the members at a meeting thereof, the
certificate filed under such other Section shall state, in
lieu of any statement required by such Section concerning
any vote of members, that an informal vote has been conducted in
accordance with the provisions of this Section and that
written notice has been delivered as provided in this
Section.
(d) In addition, unless otherwise provided in the articles of incorporation or the bylaws, any action required by this Act to be taken at any annual or special meeting of the members entitled to vote, or any other action which may be taken at a meeting of members entitled to vote, may also be taken without a meeting and without a vote if a consent in writing, setting forth the action so taken, shall be approved by all the members entitled to vote with respect to the subject matter thereof. (Source: P.A. 98-302, eff. 1-1-14.)
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