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Eric Geringswald
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Eric Geringswald Posted on : Insider Community

New Illinois business law heightens demographic disclosure requirements for board directors, executive officers, creates new business entity

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Illinois lawmakers enacted notable changes to the state’s business laws in their most recent session, including new disclosure requirements regarding the makeup of corporate boards and executive offices, and the creation of a new business entity that recognizes worker cooperatives.

By January 1, 2021, all publicly held domestic or foreign corporations whose principal executive office is located in Illinois must include data on the gender and minority representation of its board of directors and executive officers, as well as its policies and practices used to consider and encourage diversity among its directors and executive officers, in its annual reports. The heightened disclosure requirements replace draft legislation that would have required corporations to have at least one female and one African American director on their board.

The state also created the Limited Worker Cooperative Association, a new entity authorizing the organization of worker cooperatives. A limited cooperative association may be a collective worker cooperative in which there is only one class of members consisting of worker-members who manage all of the affairs of the limited cooperative association, or a cooperative that includes a class of worker-members who contribute labor to the association. Entities may be for profit or nonprofit.

These and other changes are captured in the 2020 Edition of Illinois Laws Governing Business Entities Annotated.

The 2020 Edition is updated through Illinois Public Act 101-629, capturing all changes from the latest legislative session. The Table of Sections Affected lists legislative changes, and Blackline Amendment Notes highlight all statutory additions and deletions. Legislative analysis is also included to provide an overview of the changes.

The book also includes more than a dozen new case notes from state and federal court decisions, as well as the full text of five significant cases covering recent legal developments concerning corporate records, the adverse domination doctrine, fiduciary duties relating to corporate opportunities, the merger doctrine, and piercing the corporate veil.

An up-to-date Fee Schedule lists the Secretary of State’s required fees for business filings. The book also includes online access to more than 100 up-to-date fillable Illinois forms for incorporation/formation, qualification, mergers, dissolution, and name reservation for all entity types. A listing of the forms and contact information for the Illinois Secretary of State can be found in the book’s forms appendix. The forms can also be found on the companion CD-ROM.

Illinois Laws Governing Business Entities is available as a softbound book or as an ebook, compatible with dedicated e-reader devices, computers, tablets and smartphones that use e-reader software or applications. It is also available on the LexisNexis Digital Library.