Illinois 96th Regular Session Status: Enacted

SB 2807 — SOS-BUSINESS ENTITIES-AGENT

Last action — Public Act . . . . . . . . . 96-0988

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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 January 28, 2010. 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 3 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, the General Not For Profit Corporation Act of 1986, and the Limited Liability Company Act. Provides that the registered agent of a business or not-for-profit corporation may be a limited liability company, limited partnership, or limited liability partnership. Provides that the notice of a business or not-for-profit corporation's registered agent must be executed in the manner authorized by the governing statute if the registered agent is a business entity (instead of must be executed by a principal officer if the registered agent is a corporation). Provides that a limited liability company's registered agent may be a person authorized to transact business in this State (instead of a domestic or foreign corporation). Makes other changes. Effective immediately.

Bill Text

What changed in the latest version

141 added · 139 removed

Plain-language change summary

The updated version of Bill SB 2807 includes a clarification regarding registered agents and offices for corporations. The phrase "for profit" specifies that only for-profit entities are addressed in the context of acting as agents, which ensures there is no confusion about the types of corporations covered by this law. Additionally, the bill emphasizes that registered agents will still be responsible for handling claims post-dissolution of a corporation. This change is important because it helps define the responsibilities of registered entities and maintains clear guidelines for legal processes after a corporation has dissolved.

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SB2807 Engrossed LRB096 17670 DRJ 33032 b AN ACT concerning business.
SB2807 Enrolled LRB096 17670 DRJ 33032 b AN ACT concerning business.
(c) The address, including street and number, or rural route number, of the initial registered office, and the name of SB2807 Engrossed - 2 - LRB096 17670 DRJ 33032 b the initial registered agent of each corporation organized under this Act shall be stated in its articles of incorporation;
(c) The address, including street and number, or rural route number, of the initial registered office, and the name of SB2807 Enrolled - 2 - LRB096 17670 DRJ 33032 b the initial registered agent of each corporation organized under this Act shall be stated in its articles of incorporation;
(a) A SB2807 Engrossed - 3 - LRB096 17670 DRJ 33032 b registered agent may at any time resign by filing in the office of the Secretary of State written notice thereof, and by mailing a copy thereof to the corporation at its principal office as such is known to said resigning agent, such notice to be mailed at least 10 days prior to the date of filing thereof with the Secretary of State.
(a) A SB2807 Enrolled - 3 - LRB096 17670 DRJ 33032 b registered agent may at any time resign by filing in the office of the Secretary of State written notice thereof, and by mailing a copy thereof to the corporation at its principal office as such is known to said resigning agent, such notice to be mailed at least 10 days prior to the date of filing thereof with the Secretary of State.
85-1269.) SB2807 Engrossed - 4 - LRB096 17670 DRJ 33032 b Section 10.
85-1269.) SB2807 Enrolled - 4 - LRB096 17670 DRJ 33032 b Section 10.
(2) A registered agent, which agent may be either an individual, resident in this State, whose business office is identical with such registered office, or a domestic or foreign corporation, limited liability company, limited partnership, or limited liability partnership for profit or a foreign corporation for profit authorized to conduct business affairs in this State that is authorized by its articles of incorporation to act as such agent, having a business office identical with such registered office.
(2) A registered agent, which agent may be either an individual, resident in this State, whose business office is identical with such registered office, or a for profit domestic or foreign corporation, limited liability company, limited partnership, or limited liability partnership for profit or a foreign corporation for profit authorized to transact business conduct affairs in this State that is authorized by its statement of purpose articles of incorporation to act as such agent, having a business office identical with such registered office.
and of each foreign corporation shall be stated in its application for SB2807 Engrossed - 5 - LRB096 17670 DRJ 33032 b authority to conduct affairs in this State.
and of each SB2807 Enrolled - 5 - LRB096 17670 DRJ 33032 b foreign corporation shall be stated in its application for authority to conduct affairs in this State.
(a) A registered agent may at any time resign by filing in the office of the Secretary of State written notice thereof, and by mailing a copy thereof to the corporation at its principal office as such is known to said resigning agent, such notice to SB2807 Engrossed - 6 - LRB096 17670 DRJ 33032 b be mailed at least 10 days prior to the date of filing thereof with the Secretary of State.
(a) A registered agent may at any time resign by filing in the office of the Secretary of State written notice thereof, and by mailing a copy thereof to the corporation at its principal SB2807 Enrolled - 6 - LRB096 17670 DRJ 33032 b office as such is known to said resigning agent, such notice to be mailed at least 10 days prior to the date of filing thereof with the Secretary of State.
SB2807 Engrossed - 7 - LRB096 17670 DRJ 33032 b (805 ILCS 180/1-35) Sec.
SB2807 Enrolled - 7 - LRB096 17670 DRJ 33032 b (805 ILCS 180/1-35) Sec.
The notice shall be executed by the registered agent, if an individual, or by a principal officer, if the registered agent is a corporation.
The notice shall be executed by the registered agent, if an individual, or, if a business SB2807 Enrolled - 8 - LRB096 17670 DRJ 33032 b entity, in the manner authorized by the governing statute by a principal officer, if the registered agent is a corporation.
The notice SB2807 Engrossed - 8 - LRB096 17670 DRJ 33032 b shall set forth all of the following:
The notice shall set forth all of the following:
(a) A domestic limited liability company or a foreign limited liability company may from time to time change the address of its registered office.
(a) A domestic limited liability company or a foreign SB2807 Enrolled - 9 - LRB096 17670 DRJ 33032 b limited liability company may from time to time change the address of its registered office.
A domestic limited liability SB2807 Engrossed - 9 - LRB096 17670 DRJ 33032 b company or a foreign limited liability company shall change its registered agent if the office of registered agent shall become vacant for any reason, or if its registered agent becomes disqualified or incapacitated to act.
A domestic limited liability company or a foreign limited liability company shall change its registered agent if the office of registered agent shall become vacant for any reason, or if its registered agent becomes disqualified or incapacitated to act.
(c) The change of address of the registered office, or the change of registered agent, or both, as the case may be, shall become effective upon the filing of such statement by the SB2807 Engrossed - 10 - LRB096 17670 DRJ 33032 b Secretary of State.
(c) The change of address of the registered office, or the SB2807 Enrolled - 10 - LRB096 17670 DRJ 33032 b change of registered agent, or both, as the case may be, shall become effective upon the filing of such statement by the Secretary of State.
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Action History

  1. Public Act . . . . . . . . . 96-0988

  2. Effective Date July 2, 2010

  3. Governor Approved

  4. Sent to the Governor

  5. Passed Both Houses

  6. House Committee Amendment No. 1 Senate Concurs 053-000-000

  7. House Committee Amendment No. 1 Motion To Concur Recommended Do Adopt Judiciary; 009-000-000

  8. House Committee Amendment No. 1 Motion to Concur Assignments Referred to Judiciary

  9. House Committee Amendment No. 1 Motion to Concur Referred to Assignments

  10. House Committee Amendment No. 1 Motion to Concur Filed with Secretary Sen. William R. Haine

  11. Placed on Calendar Order of Concurrence House Amendment(s) 1 - April 23, 2010

  12. Secretary's Desk - Concurrence House Amendment(s) 1

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

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

  15. Second Reading - Short Debate

  16. Placed on Calendar 2nd Reading - Short Debate

  17. Do Pass as Amended / Short Debate Judiciary I - Civil Law Committee; 016-000-000

  18. House Committee Amendment No. 1 Adopted in Judiciary I - Civil Law Committee; by Voice Vote

  19. House Committee Amendment No. 1 Filed with Clerk by Judiciary I - Civil Law Committee

  20. Assigned to Judiciary I - Civil Law Committee

  21. Referred to Rules Committee

  22. First Reading

  23. Placed on Calendar Order of First Reading

  24. Chief House Sponsor Rep. Thomas Holbrook

  25. Arrived in House

  26. Third Reading - Passed; 053-000-000

  27. Placed on Calendar Order of 3rd Reading February 23, 2010

  28. Second Reading

  29. Placed on Calendar Order of 2nd Reading February 18, 2010

  30. Do Pass Judiciary; 010-000-000

  31. Assigned to Judiciary

  32. Referred to Assignments

  33. First Reading

  34. Filed with Secretary by Sen. William R. Haine

Sponsors

  • William R. Haine · Cosponsor

Sponsorship breakdown

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

Sponsors (0)

None.

Co-sponsors (1)

  • William R. Haine

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

Concurrence

Passed 53 Yea · 0 Nay · 6 Other
Party YeaNayPresentNot Voting
Unaffiliated 44005
Democrat 8001
Republican 1000
Total 53006
% of votes cast 90%0%0%10%
How each member voted (59)
Member Party Vote
Haine — Yea
Noland — Yea
Lauzen — Yea
Link — Yea
Maloney — Yea
McCarter — Yea
Meeks — Yea
Millner — Yea
Muñoz — Yea
Radogno — Yea
Schoenberg — Yea
Demuzio — Yea
Silverstein — Yea
Jacobs — Yea
Steans — Yea
Trotter — Yea
Viverito — Yea
Jones, J. — Yea
Brady — Yea
Sullivan — Yea
Wilhelmi — Yea
Cullerton — Yea
Clayborne — Yea
Crotty — Yea
Dahl — Yea
Dillard — Yea
Duffy — Yea
Forby — Yea
Frerichs — Yea
Hendon — Yea
Hutchinson — Yea
Pankau — Not Voting
Cronin — Not Voting
DeLeo — Yea
Garrett — Not Voting
Hultgren — Yea
Kotowski — Yea
Raoul — Yea
Righter — Not Voting
Risinger — Yea
Rutherford — Not Voting
Sandoval — Yea
Luechtefeld — Yea
Althoff — Yea
Martinez — Yea
Bivins — Yea
Bomke — Yea
Bond — Yea
Burzynski — Yea
David Koehler Democrat Yea
Don Harmon Democrat Yea
Emil Jones, III Democrat Yea
Eva-Dina Delgado Democrat Yea
Kimberly A. Lightford Democrat Yea
Lakesia Collins Democrat Yea
Laura M. Murphy Democrat Not Voting
Linda Holmes Democrat Yea
Mattie Hunter Democrat Yea
Dave Syverson Republican Yea

Official roll call →

Third Reading

Passed 115 Yea · 0 Nay · 2 Other
Party YeaNayPresentNot Voting
Democrat 12000
Unaffiliated 100001
Republican 3001
Total 115002
% of votes cast 98%0%0%2%
How each member voted (117)
Member Party Vote
Jakobsson — Yea
Jefferson — Yea
Lang — Yea
Davis, Monique — Yea
Reitz — Yea
Dugan — Yea
Kosel — Yea
Mathias — Yea
McCarthy — Yea
Mell — Yea
Lyons — Yea
Mendoza — Yea
Moffitt — Yea
Mulligan — Yea
Myers — Yea
Nekritz — Yea
Thapedi — Yea
Tryon — Yea
Turner — Yea
Verschoore — Yea
Wait — Yea
Bradley — Yea
McGuire — Yea
Washington — Yea
Brady — Yea
Burke — Yea
Sullivan — Yea
Mitchell, Bill — Yea
Mitchell, Jerry — Yea
Gordon, Careen — Yea
Gordon, Jehan — Yea
Hannig — Yea
Harris — Yea
Cavaletto — Yea
Coladipietro — Yea
Cole — Yea
Colvin — Yea
Dunkin — Yea
Durkin — Yea
Eddy — Yea
Farnham — Yea
Flider — Yea
Flowers — Yea
Fortner — Yea
Franks — Yea
Fritchey — Yea
Froehlich — Yea
Golar — Yea
Hatcher — Yea
Hernandez — Yea
Watson — Yea
Madigan — Yea
McAuliffe — Not Voting
Howard — Yea
Phelps — Yea
Winters — Yea
Yarbrough — Yea
Zalewski — Yea
Connelly — Yea
Coulson — Yea
Cross — Yea
Cultra — Yea
Currie — Yea
D'Amico — Yea
Holbrook — Yea
Jackson — Yea
Osmond — Yea
Osterman — Yea
Pihos — Yea
Poe — Yea
Pritchard — Yea
Ramey — Yea
Reboletti — Yea
Reis — Yea
Riley — Yea
Sacia — Yea
Saviano — Yea
Schmitz — Yea
Sente — Yea
Senger — Yea
Soto — Yea
Sommer — Yea
Leitch — Yea
Acevedo — Yea
Arroyo — Yea
Bassi — Yea
Beaubien — Yea
Beiser — Yea
Bellock — Yea
Berrios — Yea
Biggins — Yea
Mautino — Yea
Black — Yea
Boland — Yea
May — Yea
Bost — Yea
Brauer — Yea
Burns — Yea
Carberry — Yea
McAsey — Yea
Chapa LaVia — Yea
Anthony DeLuca Democrat Yea
Fred Crespo Democrat Yea
Jay Hoffman Democrat Yea
La Shawn K. Ford Democrat Yea
Lakesia Collins Democrat Yea
Mark L. Walker Democrat Yea
Nicholas K. Smith Democrat Yea
Patrick J. Joyce Democrat Yea
Robert "Bob" Rita Democrat Yea
Robyn Gabel Democrat Yea
Sara Feigenholtz Democrat Yea
William "Will" Davis Democrat Yea
Brad Stephens Republican Not Voting
Chapin Rose Republican Yea
Chris Miller Republican Yea
Jil Tracy Republican Yea

Official roll call →

Third Reading

Passed 53 Yea · 0 Nay · 6 Other
Party YeaNayPresentNot Voting
Unaffiliated 44005
Democrat 9000
Republican 0001
Total 53006
% of votes cast 90%0%0%10%
How each member voted (59)
Member Party Vote
Haine — Yea
Muñoz — Yea
Hutchinson — Yea
Kotowski — Yea
Luechtefeld — Yea
Martinez — Yea
McCarter — Yea
Meeks — Yea
Millner — Yea
Noland — Yea
Demuzio — Yea
Radogno — Yea
Jacobs — Yea
Schoenberg — Yea
Silverstein — Yea
Steans — Yea
Trotter — Yea
Jones, J. — Yea
Sullivan — Yea
Viverito — Yea
Wilhelmi — Yea
Cullerton — Yea
Clayborne — Yea
Cronin — Yea
Crotty — Yea
Dillard — Yea
Duffy — Yea
Frerichs — Yea
Garrett — Yea
Hendon — Yea
Brady — Not Voting
Maloney — Yea
Dahl — Yea
DeLeo — Not Voting
Hultgren — Yea
Pankau — Yea
Raoul — Not Voting
Righter — Yea
Risinger — Not Voting
Rutherford — Not Voting
Sandoval — Yea
Lauzen — Yea
Link — Yea
Althoff — Yea
Bivins — Yea
Bomke — Yea
Bond — Yea
Burzynski — Yea
Forby — Yea
David Koehler Democrat Yea
Don Harmon Democrat Yea
Emil Jones, III Democrat Yea
Eva-Dina Delgado Democrat Yea
Kimberly A. Lightford Democrat Yea
Lakesia Collins Democrat Yea
Laura M. Murphy Democrat Yea
Linda Holmes Democrat Yea
Mattie Hunter Democrat Yea
Dave Syverson Republican Not Voting

Official roll call →

Subjects

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Frequently asked questions

What does SB 2807 do?
Amends the Business Corporation Act of 1983, the General Not For Profit Corporation Act of 1986, and the Limited Liability Company Act. Provides that the registered agent of a business or not-for-profit corporation may be a limited liability company, limited partnership, or limited liability partnership. Provides that the notice of a business or not-for-profit corporation's registered agent must be executed in the manner authorized by the governing statute if the registered agent is a business entity (instead of must be executed by a principal officer if the registered agent is a corporation). Provides that a limited liability company's registered agent may be a person authorized to transact business in this State (instead of a domestic or foreign corporation). Makes other changes. Effective immediately.
Who sponsors SB 2807?
SB 2807 is sponsored by William R. Haine.
What is the current status of SB 2807?
This bill has been enacted into law. Introduced January 28, 2010. Enacted.
Where can I track SB 2807?
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