Public Act 094-0655
 		





SB1251 Enrolled
LRB094 04900 RXD 34929 b






    AN ACT concerning business.

 
    Be it enacted by the People of the State of Illinois, 
represented in the General Assembly: 

 
    Section 5. The Business Corporation Act of 1983 is amended  
by changing Section 7.05 as follows:
 



    (805 ILCS 5/7.05)  (from Ch. 32, par. 7.05)



    Sec. 7.05. Meetings of shareholders. Meetings of 
shareholders may be held either within or
without
this State, 
as may be provided in the by-laws or in a resolution of the

board of directors pursuant to authority granted in the 
by-laws.  In the
absence of any such provision, all meetings 
shall be held at the registered
office of the corporation in 
this State.

    An annual meeting of the shareholders shall be held at such 
time as may
be provided in the by-laws or in a resolution of 
the board of directors
pursuant to authority granted in the 
by-laws.  Failure to hold the annual
meeting at the designated 
time shall not work a forfeiture or dissolution
of the 
corporation nor affect the validity of corporate action.  If an 
annual
meeting has not been held within the earlier of six 
months after the end
of the corporation's fiscal year or 
fifteen months after its last annual
meeting and if, after a 
request in writing directed to the president of
the 
corporation, a notice of meeting is not given within 60 days of 
such
request, then any shareholder entitled to vote at an 
annual meeting may
apply to the circuit court of the county in 
which the registered office
or principal place of business of 
the corporation is located for an order
directing that the 
meeting be held and fixing the time and place of the
meeting.  
The court may issue such additional orders as may be necessary

or appropriate for the holding of the meeting.

    Unless specifically prohibited by the articles of 
incorporation or by-laws,
a corporation may allow shareholders 
to participate in and act at any meeting
of the shareholders

through the use of a conference telephone or interactive 
technology, including
but not limited to electronic 
transmission, Internet usage, or remote
communication, by 
means of which all persons participating in the meeting can

communicate with each other.  A shareholder entitled to vote at 
a meeting of the shareholders shall be permitted to attend the 
meeting where space permits,  and subject to the corporation's 
by-laws and rules governing the conduct of the meeting and the 
power of the chairman to regulate the orderly conduct of the 
meeting. Participation in such meeting shall constitute

attendance and presence in person at the meeting of the person 
or persons so
participating.


    Special meetings of the shareholders may be called by the 
president, by
the board of directors, by the holders of not 
less than one-fifth of all
the outstanding shares entitled to 
vote on the matter for which the meeting
is called or by such 
other officers or persons as may be provided in the
articles of 
incorporation or the by-laws.

(Source: P.A. 92-771, eff. 8-6-02.)





Effective Date:  1/1/2006