State of Illinois
92^nd General Assembly
Legislation

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92_HB4228eng

 
HB4228 Engrossed                               LRB9214184WHcs

 1        AN ACT concerning corporation.

 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
 5    amended by changing Section 7.05 as follows:

 6        (805 ILCS 5/7.05) (from Ch. 32, par. 7.05)
 7        Sec.  7.05.   Meetings  of  shareholders.   Meetings   of
 8    shareholders  may  be  held  at  such place, either within or
 9    without this State, as may be provided in the by-laws or in a
10    resolution of the board of directors  pursuant  to  authority
11    granted   in  the  by-laws.   In  the  absence  of  any  such
12    provision, all meetings  shall  be  held  at  the  registered
13    office of the corporation in this State.
14        An  annual  meeting  of the shareholders shall be held at
15    such time  as  may  be  provided  in  the  by-laws  or  in  a
16    resolution  of  the  board of directors pursuant to authority
17    granted in the by-laws.  Failure to hold the  annual  meeting
18    at  the  designated  time  shall  not  work  a  forfeiture or
19    dissolution of the corporation nor  affect  the  validity  of
20    corporate  action.   If  an  annual meeting has not been held
21    within the earlier  of  six  months  after  the  end  of  the
22    corporation's  fiscal  year  or fifteen months after its last
23    annual meeting and if, after a request in writing directed to
24    the president of the corporation, a notice of meeting is  not
25    given  within  60  days of such request, then any shareholder
26    entitled to vote at  an  annual  meeting  may  apply  to  the
27    circuit court of the county in which the registered office or
28    principal place of business of the corporation is located for
29    an  order  directing  that the meeting be held and fixing the
30    time and place of the meeting.   The  court  may  issue  such
31    additional  orders as may be necessary or appropriate for the
 
HB4228 Engrossed            -2-                LRB9214184WHcs
 1    holding of the meeting.
 2        The use of  interactive  technology,  including  but  not
 3    limited to electronic transmission, Internet usage, or remote
 4    communication,  shall be encouraged to give more shareholders
 5    the opportunity to participate.
 6        Special meetings of the shareholders may be called by the
 7    president, by the board of directors, by the holders  of  not
 8    less than one-fifth of all the outstanding shares entitled to
 9    vote on the matter for which the meeting is called or by such
10    other  officers or persons as may be provided in the articles
11    of incorporation or the by-laws.
12    (Source: P.A. 83-1025.)

13        Section 99.  Effective date.  This Act takes effect  upon
14    becoming law.

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