Sec. 10.40. Amendment pursuant to reorganization.

174 words·~1 min read·/il/chapter-805/act-5/10-40

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(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.