97TH GENERAL ASSEMBLY
State of Illinois
2011 and 2012
HB2015
 
Introduced , by Rep. Dave Winters
 
SYNOPSIS AS INTRODUCED:
 

 



805 ILCS 5/12.40  from Ch. 32, par. 12.40

     Amends the Business Corporation Act of 1983. Provides that a Notice of Delinquency sent to a corporation when grounds exist for administrative dissolution, shall state that the corporation will be administratively dissolved if the grounds for administrative dissolution are not remedied within the time period prescribed by statute.
  


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A BILL FOR
 

  
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1    AN ACT concerning business.
  
 
2    Be it enacted by the People of the State of Illinois,
 
3represented in the General Assembly:
  
 
 
4    Section 5. The Business Corporation Act of 1983 is amended  
5by changing Section 12.40 as follows:
 



6    (805 ILCS 5/12.40)  (from Ch. 32, par. 12.40)



7    Sec. 12.40. Procedure for administrative dissolution. 

8    (a) After the
Secretary of State determines that one or 
9more grounds exist under Section
12.35 for the administrative 
10dissolution of a corporation, he or she shall
send by regular 
11mail to each delinquent corporation a Notice of Delinquency, 
12stating that the corporation will be administratively 
13dissolved if the grounds for administrative dissolution are not 
14remedied within the time period prescribed in this Section,
to 
15its registered office, or, if the corporation has failed to 
16maintain
a registered office, then to the president or other 
17principal officer at
the last known office of said officer.

18    (b) If the corporation does not correct the default

19described in paragraphs (a) through (e) of Section 12.35
within 
2090 days following
such notice, the Secretary of State shall 
21thereupon dissolve the corporation
by issuing a certificate of 
22dissolution that recites the ground or grounds
for dissolution 
23and its effective date.
If the corporation does not correct the 
 
 
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1default described in paragraphs (f)
through (h) of
Section 
212.35, within 30 days following such notice, the Secretary of 
3State
shall
thereupon dissolve the corporation by issuing a 
4certificate of dissolution as
herein
prescribed.
The Secretary 
5of State shall file
the original of the certificate in his or 
6her office and mail one copy to the
corporation at its 
7registered office or,
if the corporation has failed to maintain 
8a registered office, then to
the president or
other principal 
9officer at the last known office of said officer.

10    (c) The administrative dissolution of a corporation 
11terminates its corporate
existence and such a dissolved 
12corporation shall not thereafter carry on
any business, 
13provided however, that such a dissolved corporation may take

14all action authorized under Section 12.75 or necessary to wind 
15up and liquidate
its business and affairs under Section 12.30.

16(Source: P.A. 96-1121, eff. 1-1-11.)