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Public Act 098-0302
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| HB2527 Enrolled | LRB098 10157 JLS 40316 b |
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AN ACT concerning regulation.
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Be it enacted by the People of the State of Illinois,
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represented in the General Assembly:
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Section 5. The General Not For Profit Corporation Act of |
1986 is amended by changing Sections 107.10 and 112.10 and by |
adding Section 112.12 as follows:
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(805 ILCS 105/107.10) (from Ch. 32, par. 107.10)
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Sec. 107.10. Informal action by members entitled to
vote. |
(a) Unless otherwise provided in the articles of
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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 |
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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.
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(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.
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(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.
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(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 |
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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. 96-649, eff. 1-1-10; 96-994, eff. 7-2-10.)
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(805 ILCS 105/112.10) (from Ch. 32, par. 112.10)
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Sec. 112.10.
Voluntary dissolution by written consent of
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members entitled to vote. 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. When Where a corporation has members
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entitled to vote on dissolution, the dissolution of a
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corporation may be authorized pursuant to Section 107.10 of
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this Act. Dissolution pursuant to the Section does not
require |
any vote of the directors of the corporation.
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(Source: P.A. 84-1423.)
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(805 ILCS 105/112.12 new) |
Sec. 112.12. Dissolution of residential cooperative |
housing corporations. When a not-for-profit corporation |
organized for the purpose of ownership or administration of |
residential property on a cooperative basis has members |
entitled to vote on dissolution, there must be an open meeting |
and vote of those members before a dissolution may be |
authorized.
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