Illinois 94th Regular Session Status: Enacted

SB 533 — BUS CORP-SHAREHOLDER WAIVER

Last action — Public Act . . . . . . . . . 94-0394

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  1. ✓
    Introduced
  2. ✓
    In Committee
  3. ✓
    Passed Senate
  4. ✓
    Passed House
  5. ✓
    To Executive
  6. 6
    Enacted

This bill has been enacted into law. Introduced February 17, 2005. Enacted.

Prognosis

Likely to advance 70% · moderate confidence

Where this bill stands today.

Odds of enactment

High

How often bills like it became law.

  • Enacted

    Current position in the legislative process.

  • 1 sponsor

    0 primary, 1 co-sponsors signed on.

  • Cleared a recorded vote

    Passed 2 recorded votes so far.

Prognosis reads this bill's own signals — stage, sponsorship breadth, committee status, recorded votes and cross-state momentum. Odds come from a model trained on which bills have become law.

Summary

Amends the Business Corporation Act of 1983. Provides that unless otherwise provided in the articles of incorporation, a shareholder who executes and delivers to the corporation a written instrument irrevocably waiving the right (i) to vote any shares held by such shareholder, whether for the election of directors or otherwise, (ii) to be a director or officer of the corporation, and (iii) in any other manner to control, directly or indirectly, corporate actions or the election or removal of any director or officer of the corporation, and who at the time of such waiver is not a director or officer of the corporation, shall have no fiduciary duty to the corporation or any of its shareholders arising out of the fact that such person is a shareholder of the corporation. Provides that the corporation shall give prompt notice of such waiver to the remaining shareholders, except that no such notice need be given by a corporation that has shares listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national or affiliated securities association. Effective July 1, 2005.

Bill Text

What changed in the latest version

7 added · 7 removed

Plain-language change summary

The new version of SB 533 has made some adjustments by adding new lines and removing others. These changes are typically done to clarify the language or update specific provisions in the bill. Although specific content of these lines isn’t provided, such modifications can help ensure the bill is more effective or aligned with current laws. Overall, these changes matter because they can impact how the law is applied or enforced in practice.

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Previous
Latest
SB0533 Engrossed LRB094 09955 RXD 40213 b AN ACT concerning business.
SB0533 Enrolled LRB094 09955 RXD 40213 b AN ACT concerning business.
SB0533 Engrossed - 2 - LRB094 09955 RXD 40213 b (d) Shares that cannot be voted because of a waiver under this Section shall not be counted in determining the number of shares necessary for a quorum or for shareholder action under Section 7.60 of this Act.
SB0533 Enrolled - 2 - LRB094 09955 RXD 40213 b (d) Shares that cannot be voted because of a waiver under this Section shall not be counted in determining the number of shares necessary for a quorum or for shareholder action under Section 7.60 of this Act.
or SB0533 Engrossed - 3 - LRB094 09955 RXD 40213 b (3) The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent with respect to the petitioning shareholder whether in his or her capacity as a shareholder, director, or officer;
or SB0533 Enrolled - 3 - LRB094 09955 RXD 40213 b (3) The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal, oppressive, or fraudulent with respect to the petitioning shareholder whether in his or her capacity as a shareholder, director, or officer;
or (12) The dissolution of the corporation if the court determines that no remedy specified in subdivisions (1) SB0533 Engrossed - 4 - LRB094 09955 RXD 40213 b through (11) or other alternative remedy is sufficient to resolve the matters in dispute.
or (12) The dissolution of the corporation if the court determines that no remedy specified in subdivisions (1) SB0533 Enrolled - 4 - LRB094 09955 RXD 40213 b through (11) or other alternative remedy is sufficient to resolve the matters in dispute.
(iv) Require the seller to deliver all of his or her shares to the purchaser upon receipt of the purchase price or the first installment of the purchase SB0533 Engrossed - 5 - LRB094 09955 RXD 40213 b price;
(iv) Require the seller to deliver all of his or her shares to the purchaser upon receipt of the purchase price or the first installment of the purchase SB0533 Enrolled - 5 - LRB094 09955 RXD 40213 b price;
(f) When the relief requested by the petition includes the purchase of the petitioner’s shares, then at At any time within 90 days after the filing of the petition under this Section, or at such time determined by the court to be equitable, the corporation or one or more shareholders may elect to purchase all, but not less than all, of the shares owned by the SB0533 Engrossed - 6 - LRB094 09955 RXD 40213 b petitioning shareholder for their fair value.
(f) When the relief requested by the petition includes the purchase of the petitioner’s shares, then at At any time within 90 days after the filing of the petition under this Section, or at such time determined by the court to be equitable, the corporation or one or more shareholders may elect to purchase all, but not less than all, of the shares owned by the SB0533 Enrolled - 6 - LRB094 09955 RXD 40213 b petitioning shareholder for their fair value.
(4) After an election has been filed by the corporation or one or more shareholders, the proceeding filed under this Section may not be discontinued or settled, nor may the petitioning shareholder sell or otherwise dispose of SB0533 Engrossed - 7 - LRB094 09955 RXD 40213 b his or her shares, unless the court determines that it would be equitable to the corporation and the shareholders, other than the petitioner, to permit the discontinuance, settlement, sale, or other disposition.
(4) After an election has been filed by the corporation or one or more shareholders, the proceeding filed under this Section may not be discontinued or settled, nor may the petitioning shareholder sell or otherwise dispose of SB0533 Enrolled - 7 - LRB094 09955 RXD 40213 b his or her shares, unless the court determines that it would be equitable to the corporation and the shareholders, other than the petitioner, to permit the discontinuance, settlement, sale, or other disposition.
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Action History

  1. Public Act . . . . . . . . . 94-0394

  2. Effective Date August 1, 2005

  3. Governor Approved

  4. Sent to the Governor

  5. Passed Both Houses

  6. Third Reading - Short Debate - Passed 115-000-000

  7. Placed on Calendar Order of 3rd Reading - Short Debate

  8. Second Reading - Short Debate

  9. Placed on Calendar 2nd Reading - Short Debate

  10. Do Pass / Short Debate Judiciary I - Civil Law Committee; 008-000-001

  11. Assigned to Judiciary I - Civil Law Committee

  12. Referred to Rules Committee

  13. First Reading

  14. Chief House Sponsor Rep. William Davis

  15. Placed on Calendar Order of First Reading

  16. Arrived in House

  17. Third Reading - Passed; 056-000-000

  18. Placed on Calendar Order of 3rd Reading March 16, 2005

  19. Second Reading

  20. Placed on Calendar Order of 2nd Reading March 3, 2005

  21. Do Pass Judiciary; 010-000-000

  22. Assigned to Judiciary

  23. Referred to Rules

  24. First Reading

  25. Filed with Secretary by Sen. Ira I. Silverstein

Sponsors

  • Ira I. Silverstein · Cosponsor

Sponsorship breakdown

Export CSV (upgrade) →

0 sponsors · 1 co-sponsors · 182 not signed on

Sponsors (0)

None.

Co-sponsors (1)

  • Ira I. Silverstein

Not signed on (182)

182 members have not signed on to this bill.

Show all 182 →

"Not signed on" means a member has not sponsored or co-sponsored this bill — it does not imply opposition. Members flagged Voted No have a recorded No vote on this bill.

Whip count is in markup. Polling the chamber and every recorded vote this session. Only the first open is slow. It’s instant for you after this. Calling the roll · Tallying · Engrossing

Votes

Third Reading

Passed 115 Yea · 0 Nay · 3 Other
Party YeaNayPresentNot Voting
Unaffiliated 103003
Democrat 9000
Republican 3000
Total 115003
% of votes cast 97%0%0%3%
How each member voted (118)
Member Party Vote
Sacia — Yea
Saviano — Yea
Schmitz — Yea
Schock — Yea
Soto — Yea
Lindner — Yea
Acevedo — Yea
Bassi — Yea
Beaubien — Yea
Beiser — Yea
Bellock — Yea
Berrios — Yea
Biggins — Yea
Mautino — Yea
Black — Not Voting
Boland — Yea
May — Yea
Bost — Yea
Brauer — Yea
Brosnahan — Yea
Moffitt — Yea
Hultgren — Yea
Jefferson — Yea
Jenisch — Yea
Osmond — Yea
Lang — Yea
Leitch — Yea
Bailey — Yea
Mathias — Yea
McAuliffe — Yea
Lyons, Eileen — Yea
McCarthy — Yea
Reitz — Yea
Lyons, Joseph — Yea
Mendoza — Yea
Meyer — Yea
Millner — Yea
Scully — Yea
Sommer — Yea
Tenhouse — Yea
McGuire — Yea
Bradley, John — Yea
Bradley, Richard — Yea
Brady — Yea
Mitchell, Bill — Yea
Hannig — Yea
Burke — Yea
Sullivan — Yea
Mitchell, Jerry — Yea
Chavez — Yea
Dugan — Yea
Dunkin — Yea
Dunn — Yea
Eddy — Yea
Flider — Yea
Flowers — Yea
Franks — Yea
Fritchey — Yea
Froehlich — Yea
Giles — Yea
Gordon — Yea
Graham — Yea
Granberg — Yea
Hamos — Yea
Hassert — Yea
Krause — Yea
Howard — Yea
Madigan — Yea
McKeon — Not Voting
Watson — Yea
Molaro — Yea
Jones — Yea
Mulligan — Yea
Munson — Yea
Myers — Yea
Davis, Monique — Yea
Nekritz — Yea
Parke — Yea
Phelps — Yea
Tryon — Yea
Turner — Yea
Verschoore — Yea
Wait — Yea
Washington — Yea
Winters — Yea
Yarbrough — Yea
Younge — Yea
Churchill — Yea
Colvin — Yea
Coulson — Yea
Cross — Yea
Cultra — Yea
Currie — Yea
D'Amico — Yea
Daniels — Yea
Holbrook — Yea
Jakobsson — Yea
Kosel — Yea
Osterman — Yea
Patterson — Yea
Pihos — Yea
Poe — Not Voting
Pritchard — Yea
Reis — Yea
Ryg — Yea
Chapa LaVia — Yea
Eva-Dina Delgado Democrat Yea
Jay Hoffman Democrat Yea
Lakesia Collins Democrat Yea
Michael J. Kelly Democrat Yea
Nicholas K. Smith Democrat Yea
Patrick J. Joyce Democrat Yea
Robert "Bob" Rita Democrat Yea
Sara Feigenholtz Democrat Yea
William "Will" Davis Democrat Yea
Brad Stephens Republican Yea
Chapin Rose Republican Yea
Chris Miller Republican Yea

Official roll call →

Third Reading

Passed 56 Yea · 0 Nay · 3 Other
Party YeaNayPresentNot Voting
Unaffiliated 50003
Democrat 5000
Republican 1000
Total 56003
% of votes cast 95%0%0%5%
How each member voted (59)
Member Party Vote
Sandoval — Yea
Lauzen — Yea
Luechtefeld — Yea
Althoff — Yea
Martinez — Yea
Bomke — Yea
Burzynski — Yea
Dillard — Yea
Forby — Yea
Halvorson — Not Voting
Link — Yea
Maloney — Yea
Munoz — Yea
Brady — Yea
Meeks — Yea
Sullivan, D. — Yea
Peterson — Yea
Sullivan, J. — Yea
Petka — Yea
Schoenberg — Yea
Shadid — Yea
Jacobs — Yea
Sieben — Yea
Jones, J. — Yea
Cullerton — Yea
Watson — Yea
Jones, W. — Yea
Silverstein — Yea
Demuzio — Yea
Trotter — Yea
Viverito — Yea
Wilhelmi — Yea
Winkel — Yea
Wojcik — Not Voting
Clayborne — Yea
Cronin — Yea
Crotty — Yea
Dahl — Yea
DeLeo — Yea
Garrett — Yea
Geo-Karis — Not Voting
Haine — Yea
Hendon — Yea
Pankau — Yea
Radogno — Yea
Raoul — Yea
Rauschenberger — Yea
Righter — Yea
Risinger — Yea
Ronen — Yea
Roskam — Yea
Rutherford — Yea
del Valle — Yea
Don Harmon Democrat Yea
Emil Jones, III Democrat Yea
Kimberly A. Lightford Democrat Yea
Lakesia Collins Democrat Yea
Mattie Hunter Democrat Yea
Dave Syverson Republican Yea

Official roll call →

Subjects

finance
Cross-referencing the record. Reading this bill against every other bill in the corpus by meaning, not keywords. Only the first open is slow. It’s instant for you after this. Matching · Ranking · Engrossing

Frequently asked questions

What does SB 533 do?
Amends the Business Corporation Act of 1983. Provides that unless otherwise provided in the articles of incorporation, a shareholder who executes and delivers to the corporation a written instrument irrevocably waiving the right (i) to vote any shares held by such shareholder, whether for the election of directors or otherwise, (ii) to be a director or officer of the corporation, and (iii) in any other manner to control, directly or indirectly, corporate actions or the election or removal of any director or officer of the corporation, and who at the time of such waiver is not a director or officer of the corporation, shall have no fiduciary duty to the corporation or any of its shareholders arising out of the fact that such person is a shareholder of the corporation. Provides that the corporation shall give prompt notice of such waiver to the remaining shareholders, except that no such notice need be given by a corporation that has shares listed on a national securities exchange or regularly traded in a market maintained by one or more members of a national or affiliated securities association. Effective July 1, 2005.
Who sponsors SB 533?
SB 533 is sponsored by Ira I. Silverstein.
What is the current status of SB 533?
This bill has been enacted into law. Introduced February 17, 2005. Enacted.
Where can I track SB 533?
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