Section 160.10  Definitions

 

"Department" shall mean the Department of Business Services of the Office of the Secretary of State.

 

"Director" shall mean the Director of the Department.

 

"NFP" shall mean the General Not for Profit Corporation Act of 1986 [805 ILCS 105].

 

"Secretary" shall mean the Secretary of State of Illinois.

 

(Source:  Amended at 20 Ill. Reg. 7045, effective May 8, 1996)

 

Section 160.11  Office Location and Business Hours

 

a)         The documents to incorporate an Illinois not for profit corporation shall be filed at the following address:

 

            Department of Business Services

            Room 328, Howlett Building

            Springfield, Illinois 62756.

 

b)         The business hours are 8:00 a.m. to 4:30 p.m., Monday through Friday, excluding holidays.

 

(Source:  Amended at 20 Ill. Reg. 7045, effective May 8, 1996)

 

Section 160.12  Sale of Information

 

a)         The master not for profit corporation list computer format includes the file number, the corporate name, the date of incorporation or qualification, the registered agent's name and the registered office address, the duration of the corporation, and the years in which the two previous annual reports were filed. The information available by means of a computer connection shall include all of the above.  The fee for this list is $1,500.00.  No other corporate information in quantity shall be sold or otherwise made available for purchase or for free.  This subsection does not prevent a member of the public from making inquires or purchases of information concerning an individual corporation in which he or she is specifically interested. However, any person requesting information arranged by a specific field of the formats shall be referred to all commercial vendors of corporate information who have obtained the information (pursuant to 14 Ill. Adm. Code 150.230(b)(3)), and the Department shall not provide the corporate information to the requester.  The Department shall not state any preference of commercial vendor to the requester, but shall provide all names and addresses of the commercial vendors to the requester.

 

b)         The list of condominium associations is available once per year in CD ROM form for a fee of $150.00 per disc, payable by certified check or money order to the "Secretary of State".  The sets may be ordered in writing from the Director.  When the purchaser's request is approved by the Director and the fee paid, no refunds shall be made.

 

(Source:  Amended at 42 Ill. Reg. 16917, effective September 5, 2018)

 

Section 160.13  Fees

 

All payments of fees with respect to original articles of incorporation, applications for original certificates of authority and applications for reinstatement of domestic or foreign corporations shall be by money order, certified check, cashier's check or a check drawn on the account of an Illinois attorney or certified public accountant, payable to the "Secretary of State." All other payments may be made by personal or business firm check, payable to the "Secretary of State."

 

(Source:  Amended at 20 Ill. Reg. 7045, effective May 8, 1996)

 

Section 160.14  Abstracts and Records

 

a)         An abstract of corporate record of a corporation shall consist of a hard copy print-out of the information shown on the computer records of the Department of Business Services of the Office of the Secretary of State.

 

b)         All requests for abstracts of corporate records shall be in writing and shall be sent to the following address:

 

            Department of Business Services

            Room 328, Howlett Building

            Springfield, Illinois 62756

            Attention:  Abstracts

 

c)         The fee for each abstract of corporate record shall be $5.00 and must accompany the written request.

 

(Source:  Amended at 20 Ill. Reg. 7045, effective May 8, 1996)

 

Section 160.15  Hearings

 

The rules for formal administrative hearings at 14 Ill. Adm. Code 150.Subpart A, shall apply to all administrative hearings conducted under the NFP.

 

Section 160.16  Names

 

The rules governing  use of corporate names found at 14 Illinois Administrative Code 150, Subpart D, shall apply to the use of names under the NFP.

 

Section 160.17  Service of Process

 

The rules at 14 Ill. Adm. Code 150.Subpart E, shall apply to the service of process under the NFP.

 

Section 160.18  Electronic Filing

 

Documents transmitted for filing electronically must include the name of the person making the submission.  Such inclusion shall constitute the affirmation or acknowledgement of the person, under penalties of perjury, that the instrument is his or her act and deed or the act and deed of the corporation, as the case may be, and that the facts stated in the submission are true.  Compliance with this Section shall satisfy the signature provisions of Section 101.10 of the General Not For Profit Corporation Act of 1986, which shall otherwise apply.

 

(Source:  Added at 30 Ill. Reg. 12966, effective July 11, 2006)

 

Section 160.19  Errors or Defects

 

a)         Matters deemed "errors" or "defects" for which a statement of correction may be filed are facts that have been misreported in a document filed with the Secretary of State's Office and do not include any other matter that, in retrospect, is considered a mistake or that, as to the action reported, reflects a subsequent event.

 

b)         Matters deemed errors or defects in original articles of incorporation are:  typographical errors in the names of the first board of directors (but not such as to substitute or delete a person or part).  Any other matters shall not be the subject of a statement of correction but, in an appropriate case, shall be dealt with by articles of amendment.

 

c)         Matters deemed errors or defects in an application for an original or amended authority of a foreign corporation and for which a statement of correction may be filed are:  typographical errors in the corporate name that result in the name differing from the name shown on the certified copy; errors in the names or addresses of the directors, the officers, or the principal office.

 

d)         Matters deemed errors or defects for which a statement of correction may be filed in a reservation of transfer of corporate name, an application to adopt, change or cancel an assumed corporate name, an application for registration or renewal of corporate name (foreign), a statement of change or notice of resignation of registered agent/office, or an application for reinstatement not including the corporate name or assumed corporate name are those in the personal names or addresses reported in the documents, but not those alleged errors that would substitute or delete a person or party or address.

 

(Source:  Added at 31 Ill. Reg. 8549, effective June 15, 2007)

 

Section 160.20  Amended Annual Report

 

a)         A corporation may amend its most recently filed annual report to denote any subsequent changes in the names and addresses of its officers and directors, principal place of business and/or status as a Condominium Association, Homeowner's Association or Cooperative Housing Corporation.  The amended annual report must set forth the information required in Section 114.05 of the General Not For Profit Corporation Act of 1986 (the Act).

 

b)         An amended annual report shall not take the place of any document, statement or report otherwise required to be filed by the Act.

 

c)         The filing fee for an amended annual report will be the amount set forth in Section 115.10(m) of the Act.

 

(Source:  Added at 31 Ill. Reg. 8549, effective June 15, 2007)

 

Section 160.21  Officers and Directors – Qualifications

 

The requirements governing officers and directors at 14 Ill. Adm. Code 150.632 shall apply to officers and directors under the General Not For Profit Corporation Act.

 

(Source:  Added at 46 Ill. Reg. 14354, effective July 27, 2022)

 

Section 160.30  Extension of Filing and Secretary of State Deadlines

 

Filing of Organizational Documents, Annual Reports, and Other Business Entity Materials

 

a)         All organizational documents, annual reports, and other business entity materials required to be filed with the Secretary of State pursuant to Chapter 805 of the Illinois Compiled Statutes shall be filed with the Business Services Department, Howlett Building, Room 350, Springfield IL 62756 or 69 West Washington, Suite 1240, Chicago IL 60602.

 

b)         Pursuant to the powers vested in him by Section 5(7) of the Secretary of State Act, the Secretary of State hereby extends for the duration of the disaster proclaimed by the Governor in Gubernatorial Proclamation number 2020-038, issued on March 9, 2020, as extended by subsequent proclamations, and for a period of 90 days thereafter, the filing deadlines for materials required to be filed with the Secretary of State pursuant to Chapter 805 of the Illinois Compiled Statutes and that were due to be filed on or after March 17, 2020.  This extension period may be rescinded by the Secretary of State through the adoption of an emergency rule.  Business organizations are required to pay the statutory amounts to the Secretary of State when materials are filed, including penalties, filing fees, and other charges required to be paid, without regard to the application of the filing extension deadline of this Section.

 

c)         Pursuant to the terms of Executive Order 2020-39, as extended by Executive Order 2020-44, and as may be further extended by subsequent Executive Orders, the provisions of Section 101.45 of the General Not For Profit Corporation Act of 1986 (NFP) that require the Secretary of State to, within 10 days after any of the documents subject to Section 101.45 are delivered to the Secretary for filing, give written notice of his or her disapproval of the documents are suspended for the duration of the disaster proclaimed in Gubernatorial Proclamation 2020-44, as extended, and for 30 days thereafter. During this period of suspension, the Secretary shall process these documents as expeditiously as possible.

 

d)         Pursuant to the terms of Executive Order 2020-39, as extended by Executive Order 2020-44, and as may be further extended by subsequent Executive Orders, the provisions of Section 115.20 of the NFP that require the Secretary of State to provide expedited services upon request are suspended for the duration of the disaster proclaimed in the Gubernatorial Proclamation 2020-44, as extended, and for 30 days thereafter. During this period of suspension, the Secretary shall process the expedited documents within 24 hours or as soon as possible thereafter. For purposes of filing dates, the date the document was submitted for filing will be the document's filing date.

 

(Source:  Amended at 45 Ill. Reg. 7152, effective May 28, 2021)