§ 110.35 — Effect of amendment

Illinois § 110.35

• Jurisdiction: Illinois
• Topic: BUSINESS AND EMPLOYMENT
• Ch. 805: BUSINESS ORGANIZATIONS
• Act 805 ILCS 105/: General Not For Profit Corporation Act of 1986.
• Art.: Article 10 - Amendments

Text

(a) The amendment shall become effective and the articles of incorporation shall be deemed to be amended accordingly, as of the later of: (1) The filing of the articles of amendment by the Secretary of State; or (2) The time established under the articles of amendment, not to exceed 30 days after the filing of the articles of amendment by the Secretary of State. (b) If the amendment is made in accordance with the provisions of Section 110.40 of this Act, upon the filing of the articles of amendment by the Secretary of State, the amendment shall become effective and the articles of incorporation shall be deemed to be amended accordingly, without any action thereon by the directors or members of the corporation and with the same effect as if the amendments had been adopted by unanimous action of the directors and members of the corporation. (c) If the amendment restates the articles of incorporation, such restated articles of incorporation shall, upon such amendment becoming effective, supersede and stand in lieu of the corporation's preexisting articles of incorporation. (d) If the amendment revives the articles of incorporation and extends the period of corporate duration, upon the filing of the articles of amendment by the Secretary of State, the amendment shall become effective and the corporate existence shall be deemed to have continued without interruption from the date of expiration of the original period of duration, and the corporation shall stand revived with such powers, duties and obligations as if its period of duration had not expired; and all acts and proceedings of its officers, directors and members, acting or purporting to act as such, which would have been legal and valid but for such expiration, shall stand ratified and confirmed. (e) No amendment of the articles of incorporation of a corporation shall affect any existing cause of action in favor of or against such corporation, or any pending suit in which such corporation shall be a party, or the existing rights of persons other than members; and, in the event the corporate name shall be changed by amendment, no suit brought by or against such corporation under its former name shall be abated for that reason.

Legislative History

(Source: P.A. 92-33, eff. 7-1-01.)