Illinois 2025-2026 Regular Session

Illinois House Bill HB2924 Latest Draft

Bill / Engrossed Version Filed 03/19/2025

                            HB2924 EngrossedLRB104 11725 SPS 21814 b   HB2924 Engrossed  LRB104 11725 SPS 21814 b
  HB2924 Engrossed  LRB104 11725 SPS 21814 b
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 7.40 as follows:
6  (805 ILCS 5/7.40)    (from Ch. 32, par. 7.40)
7  Sec. 7.40. Voting of shares.
8  (a) Subject to subsections (b), (c), and (d) of this
9  Section 7.40, each outstanding share, regardless of class,
10  shall be entitled to one vote in each matter submitted to a
11  vote at a meeting of shareholders, and except as specifically
12  provided in Section 8.30, in all elections for directors,
13  every shareholder shall have the right to vote the number of
14  shares owned by such shareholder for as many persons as there
15  are directors to be elected, or to cumulate such votes and give
16  one candidate as many votes as shall equal the number of
17  directors multiplied by the number of such shares or to
18  distribute such cumulative votes in any proportion among any
19  number of candidates. A shareholder may vote either in person
20  or by proxy subject to the provisions of Section 7.50.
21  (b) The articles of incorporation of any corporation
22  incorporated after December 31, 1981, may limit or eliminate
23  cumulative voting rights in all or specified circumstances, or

 

  HB2924 Engrossed  LRB104 11725 SPS 21814 b


HB2924 Engrossed- 2 -LRB104 11725 SPS 21814 b   HB2924 Engrossed - 2 - LRB104 11725 SPS 21814 b
  HB2924 Engrossed - 2 - LRB104 11725 SPS 21814 b
1  may limit or deny voting rights or may provide special voting
2  rights as to any class or classes or series of shares of such
3  corporation.
4  (c) A corporation, whenever incorporated, may amend its
5  articles of incorporation to limit or eliminate cumulative
6  voting rights in all or specified circumstances, or to limit
7  or deny voting rights or to provide special voting rights as to
8  any class or classes or series of shares of such corporation.
9  (d) If the articles of incorporation provide for more or
10  less than one vote for any share on any matter, every reference
11  in this Act to a majority or other proportion greater than a
12  majority of shares shall refer to that majority or other
13  proportion greater than a majority of the votes of the shares.
14  (Source: P.A. 89-48, eff. 6-23-95.)

 

 

  HB2924 Engrossed - 2 - LRB104 11725 SPS 21814 b