Illinois — (Text of Section before amendment by P.A.

(Text of Section before amendment by P.A. 104-159)

Sec. 12.35. Grounds for administrative dissolution. The Secretary of State may dissolve any corporation administratively if:

(a)It has failed to file its annual report or final transition annual report and pay its franchise tax as required by this Act before the first day of the anniversary month or, in the case of a corporation which has established an extended filing month, the extended filing month of the corporation of the year in which such annual report becomes due and such franchise tax becomes payable;

(b)it has failed to file in the office of the Secretary of State any report after the expiration of the period prescribed in this Act for filing such report;

(c)it has failed to pay any fees, franchise taxes, or charges prescribed by this Act;

(d)it has misrepresented any material matter in any application, report, affidavit, or other document filed by the corporation pursuant to this Act;

(e)it has failed to appoint and maintain a registered agent in this State;

(f)it has tendered payment to the Secretary of State which is returned due to insufficient funds, a closed account, or for any other reason, and acceptable payment has not been subsequently tendered;

(g)upon the failure of an officer or director to whom interrogatories have been propounded by the Secretary of State as provided in this Act, to answer the same fully and to file such answer in the office of the Secretary of State; or

(h)if the answer to such interrogatories discloses, or if the fact is otherwise ascertained, that the proportion of the sum of the paid-in capital of such corporation represented in this State is greater than the amount on which such corporation has theretofore paid fees and franchise taxes, and the deficiency therein is not paid.

(Text of Section after amendment by P.A. 104-159)

Sec. 12.35. Grounds for administrative dissolution. The Secretary of State may dissolve any corporation administratively if:

(a)It has failed to file its annual report or final transition annual report and pay its franchise tax as required by this Act before the first day of the anniversary month or, in the case of a corporation which has established an extended filing month, the extended filing month of the corporation of the year in which such annual report becomes due and such franchise tax becomes payable;

(b)it has failed to file in the office of the Secretary of State any report after the expiration of the period prescribed in this Act for filing such report;

(c)it has failed to pay any fees, franchise taxes, or charges prescribed by this Act;

(d)it has misrepresented any material matter in any application, report, affidavit, or other document filed by the corporation pursuant to this Act;

(e)it has failed to appoint and maintain a registered agent in this State;

(f)it has tendered payment to the Secretary of State which is returned due to insufficient funds, a closed account, or for any other reason, and acceptable payment has not been subsequently tendered;

(g)upon the failure of an officer or director to whom interrogatories have been propounded by the Secretary of State as provided in this Act, to answer the same fully and to file such answer in the office of the Secretary of State;

(h)if the answer to such interrogatories discloses, or if the fact is otherwise ascertained, that the proportion of the sum of the paid-in capital of such corporation represented in this State is greater than the amount on which such corporation has theretofore paid fees and franchise taxes, and the deficiency therein is not paid; or

(i)if the corporation or any of its incorporators or directors are convicted of any violation of Section 10-9 of the Criminal Code of 2012.