Bill Text: IL HB2527 | 2013-2014 | 98th General Assembly | Introduced

NOTE: There are more recent revisions of this legislation. Read Latest Draft

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Bill Title: Amends the General Not For Profit Corporation Act of 1986. Provides that there must be an open meeting and vote of the membership before a residential housing cooperative may be dissolved.

Spectrum: Slight Partisan Bill (Democrat 3-1)

Status: (Passed) 2013-08-09 - Public Act . . . . . . . . . 98-0302 [HB2527 Detail]

Download: Illinois-2013-HB2527-Introduced.html

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98TH GENERAL ASSEMBLY State of Illinois 2013 and 2014 HB2527 Introduced , by Rep. Elgie R. Sims, Jr. SYNOPSIS AS INTRODUCED:
805 ILCS 105/107.10 from Ch. 32, par. 107.10
805 ILCS 105/112.10 from Ch. 32, par. 112.10
805 ILCS 105/112.12 new
Amends the General Not For Profit Corporation Act of 1986. Provides that there must be an open meeting and vote of the membership before a residential housing cooperative may be dissolved.
LRB098 10157 JLS 40316 b
A BILL FOR
HB2527 LRB098 10157 JLS 40316 b
AN ACT concerning regulation.
Be it enacted by the People of the State of Illinois,
represented in the General Assembly:
Section 5. The General Not For Profit Corporation Act of
1986 is amended by changing Sections 107.10 and 112.10 and by
adding Section 112.12 as follows:
(805 ILCS 105/107.10) (from Ch. 32, par. 107.10)
Sec. 107.10. Informal action by members entitled to vote.
(a) Unless otherwise provided in the articles of
incorporation or the bylaws, except for the dissolution of a
not-for-profit corporation organized for the purpose of
ownership or administration of residential property on a
cooperative basis, any action required by this Act to be taken
at any annual or special meeting of the members entitled to
vote, or any other action which may be taken at a meeting of
the members entitled to vote, may be taken by ballot without a
meeting in writing by mail, e-mail, or any other electronic
means pursuant to which the members entitled to vote thereon
are given the opportunity to vote for or against the proposed
action, and the action receives approval by a majority of the
members casting votes, or such larger number as may be required
by the Act, the articles of incorporation, or the bylaws,
provided that the number of members casting votes would

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constitute a quorum if such action had been taken at a meeting.
Voting must remain open for not less than 5 days from the date
the ballot is delivered; provided, however, in the case of a
removal of one or more directors, a merger, consolidation,
dissolution or sale, lease or exchange of assets, the voting
must remain open for not less than 20 days from the date the
ballot is delivered.
(b) Such informal action by members shall become effective
only if, at least 5 days prior to the effective date of such
informal action, a notice in writing of the proposed action is
delivered to all of the members entitled to vote with respect
to the subject matter thereof.
(c) In the event that the action which is approved is such
as would have required the filing of a certificate under any
other Section of this Act if such action had been voted on by
the members at a meeting thereof, the certificate filed under
such other Section shall state, in lieu of any statement
required by such Section concerning any vote of members, that
an informal vote has been conducted in accordance with the
provisions of this Section and that written notice has been
delivered as provided in this Section.
(d) In addition, unless otherwise provided in the articles
of incorporation or the bylaws, any action required by this Act
to be taken at any annual or special meeting of the members
entitled to vote, or any other action which may be taken at a
meeting of members entitled to vote, may also be taken without

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a meeting and without a vote if a consent in writing, setting
forth the action so taken, shall be approved by all the members
entitled to vote with respect to the subject matter thereof.
(Source: P.A. 96-649, eff. 1-1-10; 96-994, eff. 7-2-10.)
(805 ILCS 105/112.10) (from Ch. 32, par. 112.10)
Sec. 112.10. Voluntary dissolution by written consent of
members entitled to vote. Except for the dissolution of a
not-for-profit corporation organized for the purpose of
ownership or administration of residential property on a
cooperative basis. When Where a corporation has members
entitled to vote on dissolution, the dissolution of a
corporation may be authorized pursuant to Section 107.10 of
this Act. Dissolution pursuant to the Section does not require
any vote of the directors of the corporation.
(Source: P.A. 84-1423.)
(805 ILCS 105/112.12 new)
Sec. 112.12. Dissolution of residential cooperative
housing corporations. When a not-for-profit corporation
organized for the purpose of ownership or administration of
residential property on a cooperative basis has members
entitled to vote on dissolution, there must be an open meeting
and vote of those members before a dissolution may be
authorized.