reglab/housing_qa huggingface dataset:
805 ILCS 5/10.25
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 10 - Amendments

 (from Ch. 32, par. 10.25)Sec. 10.25.     Class voting.     Except as provided in Section 10.40, the holders of the outstanding  shares of a class shall be entitled to vote as a class upon a proposed  amendment if the articles of incorporation so provide or if the amendment would:(a) Increase or decrease the aggregate number of authorized shares of  such class.(b) Effect an exchange, reclassification, or cancellation of all or part  of the shares of such class.(c) Change the designations, preferences, qualifications, limitations,  restrictions, or special or relative rights of the shares of such class.(d) In the case of a preferred or special class of shares, divide the  shares of such class into series and fix or authorize the board of directors  to fix the variations in the relative rights and preferences  between the shares of such series.(e) Change the shares of such class  into the same or a different number of shares  of the same class or another class or classes.(f) Create a right of exchange, of all or any part of the shares of  another class into the shares of such class.(g) Create a new class of shares having rights and preferences prior,  superior or substantially equal to those of the shares of such class, or  increase the rights and preferences of any class having rights and preferences  prior, superior or substantially equal to those of the shares of such class,  or increase the rights and preferences of any class having rights and preferences  subordinate to those of such class if such increase would then make the  rights and preferences substantially equal to or superior to those of such class.(h) Limit or deny the existing preemptive rights of the shares of such class.(i) Cancel or otherwise affect dividends on the shares of such class which  had accumulated but had not been declared.(j) Limit or deny the voting rights of the shares of such class.The holders of the outstanding shares of a class shall not be entitled  to vote as a class upon a proposed amendment if such class is divided into  series, and the proposed amendment would affect one or more but not all  of such series in one or more of the ways described in subsections (a)  through (i) above.  In such event, the holders of the outstanding  shares of any series to be affected by the proposed amendment shall be entitled  to vote as a class thereon.    (Source: P.A. 83-1025.)
805 ILCS 5/10.35
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 10 - Amendments

 (from Ch. 32, par. 10.35)Sec. 10.35.     Effect of amendment.(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 10.40,  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 shareholders of the corporation and with the same effect as if the  amendments  had been adopted by unanimous action of the directors and shareholders 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 shareholders, acting or purporting to act  as such, which would have been legal and valid but for such expiration,  shall stand ratified and confirmed.(e) Each amendment which affects the number of issued shares or the  amount of paid-in capital  shall be deemed to be a report under the provisions of  this Act.(f) 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  shareholders; 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.    (Source: P.A. 92-33, eff. 7-1-01; 93-59, eff. 7-1-03.)
805 ILCS 5/10.40
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 10 - Amendments

(805 ILCS 5/10.40) (from Ch. 32, par. 10.40)Sec. 10.40.     Amendment pursuant to reorganization.     (a) The articles  of incorporation of a corporation may be amended without director or  shareholder  action to carry out a plan of reorganization ordered by a court  of competent jurisdiction pursuant to any applicable statute of the United  States if the articles after amendment contain only provisions required  or permitted by Section 2.10 of this Act.(b) The individual or individuals designated by the court shall execute,  verify and deliver to the Secretary of State for filing in accordance with  Section 1.10 of this Act, articles of amendment setting forth:(1) the name of the corporation;(2) the text of each amendment approved by the court;(3) the date of the court's order approving the articles of amendment;(4) the title of the reorganization proceeding in which the order  was entered; and(5) a statement that the court had jurisdiction of the proceeding under  federal statute.(c) Shareholders of a corporation undergoing reorganization do not have  dissenters' rights except and to the extent provided in the reorganization plan.    (Source: P.A. 83-1025.)
805 ILCS 5/Art. 11 heading
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 ARTICLE 11.      MERGER AND CONSOLIDATION - DISSENTERS' RIGHTS
805 ILCS 5/11.05
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.05)Sec. 11.05.     Procedure for merger or consolidation.     Any 2 or more corporations may merge into one of such corporations or consolidate  into a new corporation in the following manner:The board of directors of each corporation shall, by resolution adopted  by a majority vote of the members of each such board, approve a plan of  merger or consolidation setting forth:(a) The names of the corporations proposing to merge or consolidate, and the name of  the corporation into which they propose to merge, which is hereinafter  designated as the surviving corporation or to consolidate, which is hereinafter  designated as the new corporation.(b) The terms and conditions of the proposed merger or consolidation and  the mode of carrying the same into effect.(c) The manner and basis of converting the shares of each merging or consolidating  corporation into shares, obligations or other securities of the surviving  or new corporation, or into shares, obligations or other securities of any  other corporation which immediately before or immediately after the merger  or consolidation is effected is the owner of all of the outstanding voting  securities of the corporation named as the surviving or new corporation,  or into cash or other property, or into any combination of the foregoing.(d) A statement of any changes in the articles of incorporation of the  surviving corporation to be effected by such merger or a statement of the  articles of incorporation of the new corporation.(e) Such other provisions with respect to the proposed merger or consolidation  as are deemed necessary or desirable, including provisions, if any, under  which the proposed merger or consolidation may be abandoned prior to the  filing of articles of merger or consolidation by the Secretary of State.    (Source: P.A. 84-924.)
805 ILCS 5/11.10
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.10)Sec. 11.10.     Procedure for share exchange.     A corporation may acquire  all of the issued or outstanding shares of one or more classes of another  corporation in the following manner:The board of directors of each corporation shall, by resolution adopted  by a majority vote of members of each such board, approve a plan of exchange  setting forth:(a) The name of the corporation whose shares will be acquired and the  name of the acquiring corporation.(b) The terms and conditions of the exchange.(c) The manner and basis of exchanging the shares to be acquired for shares,  obligations, or other securities of the acquiring  corporation or for cash  or other property or for any combination of the foregoing.(d) Other provisions considered necessary or desirable with respect to  the exchange, including provisions, if any, under which the proposed  exchange may be abandoned prior to the filing of articles of exchange by  the Secretary of State.This Section does not limit the power of a corporation to acquire all or  part of the shares of one or more classes of another corporation through  a voluntary exchange or otherwise by agreement with the shareholders.    (Source: P.A. 85-1269.)
805 ILCS 5/11.15
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.15)Sec. 11.15.     Call of shareholders' meeting.     The board of directors of each corporation, upon approving such plan of  merger, consolidation or exchange, shall, if shareholders are  entitled to vote on such plan, by resolution, direct that the plan  be submitted to a vote at a meeting of shareholders, which may be either an  annual or a special meeting. Written notice shall be  given to each shareholder of record within the time and in the manner provided  by this Act for the giving of notice of meetings of shareholders.  Such  notice, whether the meeting be an annual or special meeting, shall  include a copy or a summary  of the plan of merger, consolidation or exchange, as the case  may be, and shall also inform the shareholders of their right to dissent  in accordance with Section 11.70 and either enclose a copy of Section 11.70  or otherwise provide adequate notice of the procedure to dissent.    (Source: P.A. 83-1025.)
805 ILCS 5/11.20
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.20)Sec. 11.20.     Approval by shareholders.(a) A vote of the shareholders entitled to vote  on the proposed plan of merger, consolidation or exchange shall be taken.  The  plan of  merger, consolidation or exchange shall be approved upon receiving by each  corporation the affirmative  votes of at least two-thirds of the votes of  the shares  entitled to vote on the plan unless any  class or series of shares of any of such corporations is entitled to vote as a  class  on the plan in which event, as to such corporation, the plan of  merger, consolidation or exchange shall be approved upon receiving the  affirmative  votes of at least two-thirds of the votes of  the  shares of each such class or series of shares entitled to vote as a class  on the plan and of the votes of the total shares entitled  to vote on the plan. Any  class of shares of any such corporation shall be entitled to vote as a  class if the articles of incorporation so provide or if the plan of merger,  consolidation or exchange, as the case may be, contains  any provision which, if contained in a proposed amendment to articles of  incorporation, would entitle such class of shares to vote as a class.(b) The articles of incorporation of any corporation may supersede the  two-thirds vote requirement of this Section as to that corporation by  specifying  any smaller or larger vote requirement not less than a majority of the votes  of the  shares entitled to vote on the issue and not less than a majority of the  votes of the shares of each class or series of shares  entitled to vote as  a class on the issue.(c) No vote by the shareholders of a corporation that is a surviving party  to a plan of merger or that is the acquiring corporation in a plan of exchange  shall be required, unless its articles of incorporation provide to the  contrary, if:(1) the plan of merger or exchange does not amend in     any respect the articles of incorporation of such corporation;(2) each share of such corporation outstanding     immediately prior to the effective date of the merger or exchange has the identical designations, preferences, qualifications, limitations, restrictions and special or relative rights immediately after the effective date thereof; and(3) either no common shares of the surviving or     acquiring corporation and no shares, securities or obligations convertible into such shares are to be issued or delivered under the plan of merger or exchange, or the authorized unissued common shares of the surviving or acquiring corporation to be issued or delivered under the plan of merger or plan of exchange, plus those initially issuable upon conversion of any other shares, securities or obligations to be issued or delivered under such plan, do not exceed 20 per cent of the common shares of such corporation outstanding immediately prior to the effective date of the merger or exchange.   (Source: P.A. 89-48, eff. 6-23-95.)
805 ILCS 5/11.25
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.25)Sec. 11.25.     Articles of merger, consolidation or exchange.(a) Upon such  approval, articles of merger, consolidation or exchange shall be executed  by each corporation and filed in duplicate in accordance with Section 1.10  of this Act and shall set forth:(1) The plan of merger, consolidation or exchange.(2) As to each corporation:(i) a statement that the plan was adopted at a         meeting of shareholders by the affirmative vote of the holders of outstanding shares having not less than the minimum number of votes necessary to adopt such plan, as provided by the articles of incorporation of the respective corporations; or(ii) a statement that the plan was adopted by a         consent in writing signed by the holders of outstanding shares having not less than the minimum number of votes necessary to adopt such plan, as provided by the articles of incorporation of the respective corporations, and in accordance with Section 7.10 of this Act.(b) When the provisions of this Section have been complied with, the  Secretary  of State shall file the articles of merger,  consolidation, or share exchange.    (Source: P.A. 92-33, eff. 7-1-01.)
805 ILCS 5/11.30
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

 (from Ch. 32, par. 11.30)Sec. 11.30.     Merger of subsidiary corporation.(a) Any corporation, in this  Section referred to as the "parent corporation", owning  at least 90% of the outstanding shares of each class of shares of any other  corporation or corporations, in this Section referred to  as  the "subsidiary corporation", may merge the subsidiary corporation  or corporations  into itself or into one of the subsidiary corporations, if each merging  subsidiary  corporation is solvent, without approval by a vote of the shareholders of  the parent corporation or the shareholders of any of the merging  subsidiary  corporations, upon completion of the requirements of this Section.(b) The board of directors of the parent corporation shall, by  resolution,  approve a plan of merger setting forth:(1) The name of each merging subsidiary corporation     and the name of the parent corporation; and(2) The manner and basis of converting the shares of     each merging subsidiary corporation not owned by the parent corporation into shares, obligations or other securities of the surviving corporation or of the parent corporation or into cash or other property or into any combination of the foregoing.(c) A copy of such plan of merger shall be mailed to each shareholder,  other  than the parent corporation, of a merging subsidiary corporation who was a  shareholder of record on the date of the adoption of the plan of merger,  together with a notice informing such shareholders of their right to dissent  and enclosing a copy of Section 11.70 or otherwise providing adequate notice  of the procedure to dissent.(d) After 30 days following the mailing of a copy of the plan of  merger  and notice to the shareholders of each merging subsidiary corporation, or  upon the written consent to the merger or written waiver of the 30 day period  by the holders of all the outstanding shares of all shares of all such  subsidiary  corporations, the articles of merger shall be executed by the parent  corporation  and filed in duplicate in accordance with Section 1.10 of this Act and shall  set forth:(1) The plan of merger.(2) The number of outstanding shares of each class of     each merging subsidiary corporation and the number of such shares of each class owned immediately prior to the adoption of the plan of merger by the parent corporation.(3) The date of mailing a copy of the plan of merger     and notice of right to dissent to the shareholders of each merging subsidiary corporation.(e) When the provisions of this Section have been complied with,  the Secretary  of State shall file the articles of merger.(f) Subject to Section 11.35 and provided that all the  conditions  hereinabove set forth have been met, any domestic corporation may be merged  into or may merge into itself any foreign corporation in the foregoing manner.    (Source: P.A. 92-33, eff. 7-1-01.)
805 ILCS 5/11.31
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

Sec. 11.31.     Merger of mid-tier bank holding company into subsidiary bank.(a) A mid-tier bank holding company may merge into its subsidiary in the  following manner:(1) The mid-tier bank holding company shall comply     with the provisions of this Act with respect to the merger of domestic corporations, and the surviving subsidiary bank shall comply with the provisions of Section 30.5 of the Illinois Banking Act.(2) Section 11.50 of this Act shall, insofar as it is     applicable, apply to mergers between mid-tier bank holding companies and their subsidiary banks.(b) For the purpose of this Section 11.31, "mid-tier bank holding company"   means a corporation (1) that owns 100% of the issued and outstanding shares of  each class of stock of a State bank, (2) that has no other subsidiaries, and  (3) of which 100% of the issued and outstanding shares are owned by a  parent bank holding company.    (Source: P.A. 90-301, eff. 8-1-97.)
805 ILCS 5/11.32
2021 Illinois Compiled Statutes|Chapter 805 - BUSINESS ORGANIZATIONS|805 ILCS 5/ - Business Corporation Act of 1983.|Article 11 - Merger And Consolidation - Dissenters' Rights

Sec. 11.32.     Merger or conversion of trust company into a State bank.(a) A trust company may merge into a State bank in the following manner:(1) The trust company shall comply with the     provisions of this Act with respect to the merger of domestic corporations, and the surviving State bank shall comply with the provisions of Section 30 of the Illinois Banking Act.(2) Section 11.50 of this Act shall, insofar as it is     applicable, apply to mergers between trust companies and State banks.(b) Whenever a trust company shall effect a conversion into a State bank  pursuant to Section 30 of the Illinois Banking Act, it shall forthwith file  with the Secretary of State a copy of the certificate of conversion duly  authenticated by the Commissioner of Banks and Real Estate.  The filing fee  shall be the same as for filing articles of merger.(c) For the purpose of this Section 11.32, a "trust company" means a  corporation organized under this Act for the purpose of accepting and executing  trusts.    (Source: P.A. 90-301, eff. 8-1-97.)