Sec. 12.25. Revocation of Dissolution.

288 words·~1 min read·/il/chapter-805/act-5/12-25

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

(a)A corporation may revoke its dissolution within 60 days of the effective date of dissolution if the corporation has not begun to distribute its assets or has not commenced a proceeding for court-supervision of its winding up under Section 12.50.

(b)The corporation's board of directors, or its incorporators if shares have not been issued and the initial directors have not been designated, may revoke the dissolution without shareholder action.

(c)Within 60 days after the dissolution has been revoked by the corporation, articles of revocation of dissolution shall be executed and filed in duplicate in accordance with Section 1.10 of this Act and shall set forth:

(1)The name of the corporation.

(2)The effective date of the dissolution that was revoked.

(3)A statement that the corporation has not begun to distribute its assets nor has it

commenced a proceeding for court-supervision of its winding up.

(4)The date the revocation of dissolution was authorized.

(5)A statement that the corporation's board of directors (or incorporators) revoked the

dissolution.

(d)When the provisions of this Section have been complied with, the Secretary of State shall file the articles of revocation of dissolution. Failure to file the revocation of dissolution as required in subsection

(c)hereof shall not be grounds for the Secretary of State to reject the filing, but the corporation filing beyond the time period shall pay a penalty as prescribed by this Act.

(e)The revocation of dissolution is effective on the date of filing thereof by the Secretary of State and shall relate back and take effect as of the date of dissolution and the corporation may resume carrying on business as if dissolution had never occurred.