215 ILCS 5/28.2a
2021 Illinois Compiled Statutes|Chapter 215 - INSURANCE|215 ILCS 5/ - Illinois Insurance Code.|Article II - Domestic Stock Companies

 (from Ch. 73, par. 640.2a)(Section scheduled to be repealed on January 1, 2027)Sec. 28.2a. Proxies.(1) A shareholder may appoint a proxy to vote or  otherwise act for him or her by signing an appointment form and delivering  it to the person so appointed.(2) No proxy shall be valid after the expiration of 11 months from the  date thereof unless otherwise provided in the proxy. Every proxy continues  in full force and effect until revoked by the person executing it prior to the  vote pursuant thereto, except as otherwise provided in this Section.  Such  revocation may be effected by a writing delivered to the corporation  stating that the proxy is revoked or by a subsequent proxy executed by, or  by attendance at the meeting and voting in person by, the person executing  the proxy.  The dates contained on the forms of proxy presumptively  determine the order of execution, regardless of the postmark dates on the  envelopes in which they are mailed.(3) An appointment of a proxy is revocable by the shareholder unless the  appointment form conspicuously states that it is irrevocable and the  appointment is coupled with an interest in the shares or in the corporation  generally. By way of example and without limiting the generality of the  foregoing, a proxy is coupled with an interest when the proxy appointed is  one of the following:(a) a pledgee;(b) a person who has purchased or had agreed to     purchase the shares;(c) a creditor of the corporation who has extended it     credit under terms requiring the appointment, if the appointment states the purpose for which it was given, the name of the creditor, and the amount of credit extended; or(d) an employee of the corporation whose employment     contract requires the appointment, if the appointment states the purpose for which it was given, the name of the employee, and the period of employment.(4) The death or incapacity of the shareholder appointing a proxy does  not revoke the proxy's authority unless notice of the death or incapacity  is received by the officer or agent who maintains the corporation's share  transfer book before the proxy exercises his or her authority under the appointment.(5) An appointment made irrevocable under subsection (3) becomes  revocable when the interest in the proxy terminates such as when the pledge  is redeemed, the shares are registered in the purchaser's name, the  creditor's debt is paid, the employment contract ends, or the voting agreement expires.(6) A transferee for value of shares subject to an irrevocable  appointment may revoke the appointment if the transferee was ignorant of  its existence when the shares were acquired and both the existence of the  appointment and its revocability were not noted conspicuously on the  certificate (or information statement for shares without certificates)  representing the shares.(7) Unless the appointment of a proxy contains an express limitation on  the proxy's authority, a corporation may accept one proxy's vote or other  action as that of the shareholder making the appointment.  If the proxy  appointed fails to vote or otherwise act in accordance with the  appointment, the shareholder is entitled to such legal or equitable relief  as is appropriate in the circumstances.  (Source: P.A. 102-558, eff. 8-20-21.)