Full Text of HB3720 103rd General Assembly
HB3720eng 103RD GENERAL ASSEMBLY |
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| 1 | | AN ACT concerning State government.
| 2 | | Be it enacted by the People of the State of Illinois,
| 3 | | represented in the General Assembly:
| 4 | | Section 5. The Business Corporation Act of 1983 is amended | 5 | | by changing Section 8.12 as follows: | 6 | | (805 ILCS 5/8.12) | 7 | | Sec. 8.12. Female, minority, and LGBTQ directors. | 8 | | (a) Findings and purpose. The General Assembly finds that | 9 | | women, minorities, and LGBTQ people are still largely | 10 | | underrepresented nationally in positions of corporate | 11 | | authority, such as serving as a director on a corporation's | 12 | | board of directors. This low representation could be | 13 | | contributing to the disparity seen in wages made by females | 14 | | and minorities versus their white male counterparts. Increased | 15 | | representation of these individuals as directors on boards of | 16 | | directors for corporations may boost the Illinois economy, | 17 | | improve opportunities for women, minorities, and LGBTQ people | 18 | | in the workplace, and foster an environment in Illinois where | 19 | | the business community is representative of our residents. | 20 | | Therefore, it is the intent of the General Assembly to gather | 21 | | more data and study this issue within the State so that | 22 | | effective policy changes may be implemented to eliminate this | 23 | | disparity. |
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| 1 | | (b) As used in this Section: | 2 | | "Annual report" means the report submitted annually to the | 3 | | Secretary of State pursuant to this Act. | 4 | | "Female" means a person who is a citizen or
lawful | 5 | | permanent resident of the United States and who | 6 | | self-identifies as a woman, without regard to the individual's | 7 | | designated sex at birth. | 8 | | "Minority person" means a person who is a
citizen or | 9 | | lawful permanent resident of the United States and who is any | 10 | | of the following races or ethnicities: | 11 | | (1) American Indian or Alaska Native (a person
having | 12 | | origins in any of the original peoples of North and South | 13 | | America, including Central America, and who maintains | 14 | | tribal affiliation or community attachment). | 15 | | (2) Asian (a person having origins in any of the
| 16 | | original peoples of the Far East, Southeast Asia, or the | 17 | | Indian subcontinent, including, but not limited to, | 18 | | Cambodia, China, India, Japan, Korea, Malaysia, Pakistan, | 19 | | the Philippine Islands, Thailand, and Vietnam). | 20 | | (3) Black or African American (a person having
origins | 21 | | in any of the black racial groups of Africa). Terms such as | 22 | | "Haitian" or "Negro" can be used in addition to "Black" or | 23 | | "African American". | 24 | | (4) Hispanic or Latino (a person of Cuban,
Mexican, | 25 | | Puerto Rican, South or Central American, or other Spanish | 26 | | culture or origin, regardless of race). |
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| 1 | | (5) Native Hawaiian or Other Pacific Islander (a
| 2 | | person having origins in any of the original peoples of | 3 | | Hawaii, Guam, Samoa, or other Pacific Islands). | 4 | | (6) "Publicly held domestic or foreign corporation" | 5 | | means a corporation with outstanding shares listed on a | 6 | | major United States stock exchange. | 7 | | (c) Reporting to the Secretary of State. As soon as | 8 | | practical after August 27, 2019 (the effective date of Public | 9 | | Act 101-589), but no later than January 1, 2021, the following | 10 | | information shall be provided in a corporation's annual report | 11 | | submitted to the Secretary of State under this Act and made | 12 | | available by the Secretary of State to the public online as it | 13 | | is received: | 14 | | (1) Whether the corporation is a publicly held | 15 | | domestic or foreign corporation with its principal | 16 | | executive office located in Illinois. | 17 | | (2) Where the corporation is a publicly held domestic | 18 | | or foreign corporation with its principal executive office | 19 | | located in Illinois, data on specific qualifications, | 20 | | skills, and experience that the corporation considers for | 21 | | its board of directors, nominees for the board of | 22 | | directors, and executive officers. | 23 | | (3) Where the corporation is a publicly held domestic | 24 | | or foreign corporation with its principal executive office | 25 | | located in Illinois, the self-identified gender of each | 26 | | member of its board of directors. |
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| 1 | | (4) Where the corporation is a publicly held domestic | 2 | | or foreign corporation with its principal executive office | 3 | | located in Illinois, whether each member of its board of | 4 | | directors self-identifies as a minority person and, if so, | 5 | | which race or ethnicity to which the member belongs. | 6 | | (5) Where the corporation is a publicly held domestic | 7 | | or foreign corporation with its principal executive office | 8 | | located in Illinois, the self-identified sexual | 9 | | orientation of each member of its board of directors. | 10 | | (6) Where the corporation is a publicly held domestic | 11 | | or foreign corporation with its principal executive office | 12 | | located in Illinois, the self-identified gender identity | 13 | | of each member of its board of directors. | 14 | | (7) Where the corporation is a publicly held domestic | 15 | | or foreign corporation with its principal executive office | 16 | | located in Illinois, a description of the corporation's | 17 | | process for identifying and evaluating nominees for the | 18 | | board of directors, including whether and, if so, how | 19 | | demographic diversity is considered. | 20 | | (8) Where the corporation is a publicly held domestic | 21 | | or foreign corporation with its principal executive office | 22 | | located in Illinois, a description of the corporation's | 23 | | process for identifying and appointing executive officers, | 24 | | including whether and, if so, how demographic diversity is | 25 | | considered. | 26 | | (9) Where the corporation is a publicly held domestic |
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| 1 | | or foreign corporation with its principal executive office | 2 | | located in Illinois, a description of the corporation's | 3 | | policies and practices for promoting diversity, equity, | 4 | | and inclusion among its board of directors and executive | 5 | | officers. | 6 | | (10) Where the corporation is a publicly held domestic | 7 | | or foreign corporation with its principal executive office | 8 | | located in Illinois, the percentage of minority supplier | 9 | | procurements from business enterprises owned by minority | 10 | | persons, women, or persons with disabilities as those | 11 | | terms are defined in Section 2 of the Business Enterprise | 12 | | for Minorities, Women, and Persons with Disabilities Act. | 13 | | Information reported under this subsection shall be | 14 | | updated in each annual report filed with the Secretary of | 15 | | State thereafter. The Secretary of State shall establish a | 16 | | publicly accessible and searchable database of the information | 17 | | in each annual report. | 18 | | (d) Beginning no later than March 1, 2021, and every March | 19 | | 1 thereafter, the University of Illinois Systems shall review | 20 | | the information reported and published under subsection (c) | 21 | | and shall publish on its website a report that provides | 22 | | aggregate data on the demographic characteristics of the | 23 | | boards of directors and executive officers of corporations | 24 | | filing an annual report for the preceding year along with an | 25 | | individualized rating for each corporation. The report shall | 26 | | also identify strategies for promoting diversity and inclusion |
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| 1 | | among boards of directors and corporate executive officers. | 2 | | (e) The University of Illinois System shall establish a | 3 | | rating system assessing the representation of women, | 4 | | minorities, and LGBTQ people on corporate boards of directors | 5 | | of those corporations that are publicly held domestic or | 6 | | foreign corporations with their principal executive office | 7 | | located in Illinois based on the information gathered under | 8 | | this Section. The rating system shall consider, among other | 9 | | things: compliance with the demographic reporting obligations | 10 | | in subsection (c); the corporation's policies and practices | 11 | | for encouraging diversity in recruitment, board membership, | 12 | | and executive appointments; and the demographic diversity of | 13 | | board seats and executive positions.
| 14 | | (Source: P.A. 101-589, eff. 8-27-19; 102-223, eff. 1-1-22; | 15 | | 102-813, eff. 5-13-22.)
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