Bill Text: IL SB2301 | 2017-2018 | 100th General Assembly | Introduced

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Bill Title: Amends the General Not For Profit Corporation Act of 1986. Includes the purpose of ownership and operation of a public wastewater service or system on a mutual or cooperative basis to the list of purposes for which a not-for-profit corporation may be organized under the Act. Exempts any director of a corporation that is organized for the purpose of (i) operating water supply facilities for drinking and general domestic use on a mutual or cooperative basis or (ii) ownership and operation of a public wastewater service or system on a mutual or cooperative basis from liability for damages resulting from the exercise of judgment or discretion in connection with his or her duties or responsibilities, with certain exceptions.

Sponsorship: Partisan Bill (Democrat 1)

Status: (Failed) 2019-01-09 - Session Sine Die [SB2301 Detail]

Download: Illinois-2017-SB2301-Introduced.html

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100TH GENERAL ASSEMBLY State of Illinois 2017 and 2018 SB2301 Introduced 1/10/2018, by Sen. Antonio Mu�oz SYNOPSIS AS INTRODUCED:
805 ILCS 105/103.05 from Ch. 32, par. 103.05
805 ILCS 105/108.70 from Ch. 32, par. 108.70
Amends the General Not For Profit Corporation Act of 1986. Includes the purpose of ownership and operation of a public wastewater service or system on a mutual or cooperative basis to the list of purposes for which a not-for-profit corporation may be organized under the Act. Exempts any director of a corporation that is organized for the purpose of (i) operating water supply facilities for drinking and general domestic use on a mutual or cooperative basis or (ii) ownership and operation of a public wastewater service or system on a mutual or cooperative basis from liability for damages resulting from the exercise of judgment or discretion in connection with his or her duties or responsibilities, with certain exceptions.
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FISCAL NOTE ACT MAY APPLY
A BILL FOR
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AN ACT concerning business.
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 103.05 and 108.70 as
follows:
(805 ILCS 105/103.05) (from Ch. 32, par. 103.05)
Sec. 103.05. Purposes and authority of corporations;
particular purposes; exemptions.
(a) Not-for-profit corporations may be organized under
this Act for any one or more of the following or similar
purposes:
(1) Charitable.
(2) Benevolent.
(3) Eleemosynary.
(4) Educational.
(5) Civic.
(6) Patriotic.
(7) Political.
(8) Religious.
(9) Social.
(10) Literary.
(11) Athletic.

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(12) Scientific.
(13) Research.
(14) Agricultural.
(15) Horticultural.
(16) Soil improvement.
(17) Crop improvement.
(18) Livestock or poultry improvement.
(19) Professional, commercial, industrial, or trade
association.
(20) Promoting the development, establishment, or
expansion of industries.
(21) Electrification on a cooperative basis.
(22) Telephone service on a mutual or cooperative
basis.
(23) Ownership and operation of water supply
facilities for drinking and general domestic use on a
mutual or cooperative basis.
(24) Ownership or administration of residential
property on a cooperative basis.
(25) Administration and operation of property owned on
a condominium basis or by a homeowner association.
(26) Administration and operation of an organization
on a cooperative basis producing or furnishing goods,
services, or facilities primarily for the benefit of its
members who are consumers of those goods, services, or
facilities.

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(27) Operation of a community mental health board or
center organized pursuant to the Community Mental Health
Act for the purpose of providing direct patient services.
(28) Provision of debt management services as
authorized by the Debt Management Service Act.
(29) Promotion, operation, and administration of a
ridesharing arrangement as defined in Section 1-176.1 of
the Illinois Vehicle Code.
(30) The administration and operation of an
organization for the purpose of assisting low-income
consumers in the acquisition of utility and telephone
services.
(31) Any purpose permitted to be exempt from taxation
under Sections 501(c) or 501(d) of the United States
Internal Revenue Code, as now in or hereafter amended.
(32) Any purpose that would qualify for tax-deductible
gifts under the Section 170(c) of the United States
Internal Revenue Code, as now or hereafter amended. Any
such purpose is deemed to be charitable under subsection
(a)(1) of this Section.
(33) Furnishing of natural gas on a cooperative basis.
(34) Ownership and operation of agriculture-based
biogas (anaerobic digester) systems on a cooperative basis
including the marketing and sale of products produced from
these, including but not limited to methane gas,
electricity, and compost.

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(35) Ownership and operation of a public wastewater
service or system on a mutual or cooperative basis.
(b) A corporation may be organized hereunder to serve in an
area that adjoins or borders (except for any intervening
natural watercourse) an area located in an adjoining state
intended to be similarly served, and the corporation may join
any corporation created by the adjoining state having an
identical purpose and organized as a not-for-profit
corporation. Whenever any corporation organized under this Act
so joins with a foreign corporation having an identical
purpose, the corporation shall be permitted to do business in
Illinois as one corporation; provided (1) that the name, bylaw
provisions, officers, and directors of each corporation are
identical, (2) that the foreign corporation complies with the
provisions of this Act relating to the admission of foreign
corporation, and (3) that the Illinois corporation files a
statement with the Secretary of State indicating that it has
joined with a foreign corporation setting forth the name
thereof and the state of its incorporation.
(Source: P.A. 98-317, eff. 8-12-13.)
(805 ILCS 105/108.70) (from Ch. 32, par. 108.70)
Sec. 108.70. Limited Liability of directors, officers,
board members, and persons who serve without compensation.
(a) No director or officer serving without compensation,
other than reimbursement for actual expenses, of a corporation

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organized under this Act or any predecessor Act and exempt, or
qualified for exemption, from taxation pursuant to Section
501(c) of the Internal Revenue Code of 1986, as amended, shall
be liable, and no cause of action may be brought, for damages
resulting from the exercise of judgment or discretion in
connection with the duties or responsibilities of such director
or officer unless the act or omission involved willful or
wanton conduct.
(b) No director of a corporation organized under this Act
or any predecessor Act for the purposes identified in items
(14), (19), (21), and (22), 23, and 35 of subsection (a) of
Section 103.05 of this Act, and exempt or qualified for
exemption from taxation pursuant to Section 501(c) of the
Internal Revenue Code of 1986, as amended, shall be liable, and
no cause of action may be brought for damages resulting from
the exercise of judgment or discretion in connection with the
duties or responsibilities of such director, unless: (1) such
director earns in excess of $25,000 per year from his duties as
director, other than reimbursement for actual expenses; or (2)
the act or omission involved willful or wanton conduct.
(b-5) Except for willful and wanton conduct, no volunteer
board member serving without compensation, other than
reimbursement for actual expenses, of a corporation organized
under this Act or any predecessor Act and exempt, or qualified
for exemption, from taxation pursuant to Section 501(c)(3) of
the Internal Revenue Code of 1986, as amended, shall be liable,

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and no action may be brought, for damages resulting from any
action of the executive director concerning the false reporting
of or intentional tampering with financial records of the
organization, where the actions of the executive director
result in legal action.
This subsection (b-5) shall not apply to any action taken
by the Attorney General (i) in the exercise of his or her
common law or statutory power and duty to protect charitable
assets or (ii) in the exercise of his or her authority to
enforce the laws of this State that apply to trustees of a
charity, as that term is defined in the Charitable Trust Act
and the Solicitation for Charity Act.
(c) No person who, without compensation other than
reimbursement for actual expenses, renders service to or for a
corporation organized under this Act or any predecessor Act and
exempt or qualified for exemption from taxation pursuant to
Section 501(c)(3) of the Internal Revenue Code of 1986, as
amended, shall be liable, and no cause of action may be
brought, for damages resulting from an act or omission in
rendering such services, unless the act or omission involved
willful or wanton conduct.
(d) (Blank).
(e) Nothing in this Section is intended to bar any cause of
action against the corporation or change the liability of the
corporation arising out of an act or omission of any director,
officer or person exempt from liability for negligence under

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this Section.
(Source: P.A. 95-342, eff. 1-1-08; 96-649, eff. 1-1-10.)