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Sen. John G. Mulroe
Filed: 5/2/2011
| | 09700HB1651sam001 | | LRB097 10192 CEL 54898 a |
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| 1 | | AMENDMENT TO HOUSE BILL 1651
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| 2 | | AMENDMENT NO. ______. Amend House Bill 1651 as follows:
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| 3 | | on page 5, by deleting lines 6 through 13; and
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| 4 | | on page 10, line 17, after "5-7,", by inserting "6-2,"; and
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| 5 | | on page 22, immediately below line 11, by inserting the |
| 6 | | following:
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| 7 | | "(205 ILCS 105/6-2) (from Ch. 17, par. 3306-2)
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| 8 | | Sec. 6-2.
Procedure
to amend articles of incorporation.
The |
| 9 | | procedure to effect an amendment of articles of incorporation |
| 10 | | shall
be as follows:
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| 11 | | (a) The board of directors shall adopt a resolution setting |
| 12 | | forth the
proposed amendment and directing that it be submitted |
| 13 | | to a vote at a
meeting of the members, which may be an annual or |
| 14 | | a special meeting;
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| | 09700HB1651sam001 | - 2 - | LRB097 10192 CEL 54898 a |
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| 1 | | (b) The proposed amendment, or a summary of the changes to |
| 2 | | be effective
thereby, shall be set forth in the notice of |
| 3 | | meeting mailed as prescribed
in the Section of this Act |
| 4 | | concerning Members' Meetings;
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| 5 | | (c) The proposed amendment will be adopted upon receiving, |
| 6 | | in the
affirmative, 50% or more of the total number of votes |
| 7 | | which all
members of the association are entitled to cast |
| 8 | | unless the articles of
incorporation set forth, pursuant to |
| 9 | | Section 2-8 of this Act, a requirement
that amendments to the |
| 10 | | articles of incorporation shall be adopted upon
receiving, in |
| 11 | | the affirmative, two-thirds or more of the total number of |
| 12 | | votes
that all members of the association are entitled to cast; |
| 13 | | provided that an amendment
effecting a retirement of all |
| 14 | | permanent reserve capital must receive the
vote specified in |
| 15 | | the Section of this Act concerning Retirement or
Reduction of |
| 16 | | Permanent Reserve Capital. A report of proceedings, verified
by |
| 17 | | the president or a vice-president and attested by the secretary |
| 18 | | of the association and
setting forth the notice given and time |
| 19 | | of mailing thereof, the amendment
adopted, the vote thereon and |
| 20 | | the total number of votes which all members
of the association |
| 21 | | were entitled to cast thereon, shall be filed promptly
with the |
| 22 | | Commissioner;
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| 23 | | (d) Each adopted amendment shall be subject to the same |
| 24 | | inquiry by the
Commissioner as the corresponding provision in |
| 25 | | original articles of
incorporation, including (but not limited |
| 26 | | to) the availability of a
proposed new name of the association. |
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| 1 | | If the Commissioner approves an
amendment, he shall issue to |
| 2 | | the association a certificate setting forth
the amendment and |
| 3 | | his approval thereof. The amendment shall become
effective when |
| 4 | | such certificate is recorded in the same manner as the
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| 5 | | association's articles of incorporation; and
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| 6 | | (e) No amendment of articles of incorporation shall affect |
| 7 | | any existing
cause of action either in favor of or against the |
| 8 | | association or any
pending action in which the association |
| 9 | | shall be a party or the existing
rights of persons other than |
| 10 | | members of the association; and if the
amendment has changed |
| 11 | | the name of the association, no action brought by or
against |
| 12 | | the association under its former name shall be abated for that
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| 13 | | reason.
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| 14 | | (Source: P.A. 89-355, eff. 8-17-95.)"; and
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| 15 | | on page 79, line 7, by replacing "Secretary", with "secretary |
| 16 | | of the savings bank Secretary".
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