Bill Text: IL HB4435 | 2025-2026 | 104th General Assembly | Introduced
Bill Title: Amends the Business Corporation Act of 1983. Provides that nothing in the Act shall grant or recognize the power of a corporation to engage in activities related to the nomination or election of candidates for public office or the initiation, submission, or consideration of questions of public policy.
Sponsorship: Partisan Bill (Democrat 2)
Status: (Introduced) 2026-06-15 - Added Co-Sponsor Rep. Lindsey LaPointe [HB4435 Detail]
Download: Illinois-2025-HB4435-Introduced.html
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| 1 | AN ACT concerning business. | |||||||||||||||||||
| 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 3.10 as follows: | |||||||||||||||||||
| 6 | (805 ILCS 5/3.10) (from Ch. 32, par. 3.10) | |||||||||||||||||||
| 7 | Sec. 3.10. General powers. Each corporation shall have | |||||||||||||||||||
| 8 | power: | |||||||||||||||||||
| 9 | (a) To have perpetual succession by its corporate name | |||||||||||||||||||
| 10 | unless a limited period of duration is stated in its articles | |||||||||||||||||||
| 11 | of incorporation. | |||||||||||||||||||
| 12 | (b) To sue and be sued, complain and defend, in its | |||||||||||||||||||
| 13 | corporate name. | |||||||||||||||||||
| 14 | (c) To have a corporate seal which may be altered at | |||||||||||||||||||
| 15 | pleasure, and to use the same by causing it, or a facsimile | |||||||||||||||||||
| 16 | thereof, to be impressed or affixed or in any other manner | |||||||||||||||||||
| 17 | reproduced, provided that the affixing of a corporate seal to | |||||||||||||||||||
| 18 | an instrument shall not give the instrument additional force | |||||||||||||||||||
| 19 | or effect, or change the construction thereof, and the use of a | |||||||||||||||||||
| 20 | corporate seal is not mandatory. | |||||||||||||||||||
| 21 | (d) To purchase, take, receive, lease as lessee, take by | |||||||||||||||||||
| 22 | gift, legacy, or otherwise acquire, and to own, hold, use, and | |||||||||||||||||||
| 23 | otherwise deal in and with any real or personal property, or | |||||||||||||||||||
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| 1 | any interest therein, situated in or out of this State. | ||||||
| 2 | (e) To sell and convey, mortgage, pledge, lease as lessor, | ||||||
| 3 | and otherwise dispose of all or any part of its property and | ||||||
| 4 | assets. | ||||||
| 5 | (f) To lend money to its directors, officers, employees | ||||||
| 6 | and agents. | ||||||
| 7 | (g) To purchase, take, receive, subscribe for, or | ||||||
| 8 | otherwise acquire, own, hold, vote, use, employ, sell, | ||||||
| 9 | mortgage, loan, pledge, or otherwise dispose of, and otherwise | ||||||
| 10 | use and deal in and with, shares or other interests in, or | ||||||
| 11 | obligations of, other domestic or foreign corporations, | ||||||
| 12 | associations, partnerships, or individuals and, subject to the | ||||||
| 13 | provisions of Sections 9.05 and 9.10 of this Act, to purchase, | ||||||
| 14 | take, receive, or otherwise acquire, hold, own, pledge, | ||||||
| 15 | transfer, or otherwise dispose of its own shares. However, if | ||||||
| 16 | applicable, each corporation shall comply with the provisions | ||||||
| 17 | of The Illinois Bank Holding Company Act of 1957. | ||||||
| 18 | (h) To incur liabilities; to borrow money for its | ||||||
| 19 | corporate purposes at such rates of interest as the | ||||||
| 20 | corporation may determine without regard to the restrictions | ||||||
| 21 | of any usury law of this State, to issue its notes, bonds, and | ||||||
| 22 | other obligations; to secure any of its obligations by | ||||||
| 23 | mortgage, pledge, or deed of trust of all or any of its | ||||||
| 24 | property, franchises, and income; and to make contracts, | ||||||
| 25 | including contracts of guaranty and suretyship, but a | ||||||
| 26 | corporation may not be organized hereunder for the purpose of | ||||||
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| 1 | insurance. | ||||||
| 2 | (i) To invest its surplus funds from time to time and to | ||||||
| 3 | lend money for its corporate purposes, and to take and hold | ||||||
| 4 | real and personal property as security for the payment of | ||||||
| 5 | funds so invested or loaned. | ||||||
| 6 | (j) To conduct its business, carry on its operations, and | ||||||
| 7 | have offices within and without this State and to exercise in | ||||||
| 8 | any other state, territory, district, or possession of the | ||||||
| 9 | United States, or in any foreign country, the powers granted | ||||||
| 10 | by this Act. | ||||||
| 11 | (k) To elect or appoint officers and agents of the | ||||||
| 12 | corporation, and define their duties and fix their | ||||||
| 13 | compensations. | ||||||
| 14 | (l) To make and alter by-laws, not inconsistent with its | ||||||
| 15 | articles of incorporation or with the laws of this State, | ||||||
| 16 | except as provided in Section 2.30, for the administration and | ||||||
| 17 | regulation of the affairs of the corporation. | ||||||
| 18 | (m) To make donations for the public welfare or for | ||||||
| 19 | charitable, scientific, religious or educational purposes; to | ||||||
| 20 | lend money to the State or Federal government; and, to | ||||||
| 21 | transact any lawful business in aid of the United States. | ||||||
| 22 | (n) To cease its corporate activities and surrender its | ||||||
| 23 | corporate franchise. | ||||||
| 24 | (o) To establish deferred compensation plans, pension | ||||||
| 25 | plans, profit-sharing plans, share bonus plans, share option | ||||||
| 26 | plans, and other incentive plans for its directors, officers | ||||||
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| 1 | and employees and to make the payments and issue the shares | ||||||
| 2 | provided for therein. | ||||||
| 3 | (p) To indemnify its directors, officers, employees or | ||||||
| 4 | agents in accordance with and to the extent permitted by | ||||||
| 5 | Section 8.75 of this Act. | ||||||
| 6 | (q) To be a promoter, partner, member, associate or | ||||||
| 7 | manager of any partnership, joint venture or other enterprise. | ||||||
| 8 | (r) To have and exercise all powers necessary or | ||||||
| 9 | convenient to effect any or all of the purposes for which the | ||||||
| 10 | corporation is formed, except that nothing in this Act shall | ||||||
| 11 | grant or recognize the power of a corporation to engage in | ||||||
| 12 | activities related to the nomination or election of candidates | ||||||
| 13 | for public office or the initiation, submission, or | ||||||
| 14 | consideration of questions of public policy. | ||||||
| 15 | (Source: P.A. 88-151.) | ||||||
