(805 ILCS 5/2A.20) (from Ch. 32, par. 2A.20)
Sec. 2A.20.
Voluntary termination of close corporation status by
amendment of articles of incorporation; vote required.
(a) A corporation may voluntarily terminate its status as a close
corporation and cease to be subject to this Article 2A by amending its
articles of incorporation to delete therefrom the additional provisions
required by Section 2A.05 to be stated in the articles of incorporation of
a close corporation and deleting from its articles of incorporation, or
terminating or amending any shareholder agreement containing, provisions
available only to close corporations. Any such amendment to the articles
of incorporation shall be adopted and shall become effective in accordance
with Section 10.20 except that, subsection (d) of Section 10.20
notwithstanding, it must be approved in writing or by a vote of the holders
of record of at least two-thirds of the outstanding shares of each class of
the corporation.
(b) The articles of incorporation of a close corporation may provide
that on any amendment to terminate its status as a close corporation, a
unanimous vote or any vote greater than two-thirds of the shares of any
class shall be required; and, if the articles of incorporation contain such
a provision, that provision shall not be amended, repealed or modified by
any vote less than that so required to terminate the corporation's status
as a close corporation.
(Source: P.A. 86-1328.)
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