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Illinois Statutes Chapter 805. Business Organizations § 105/113.45. Withdrawal of foreign corporation

Current as of January 01, 2025 | Updated by Findlaw Staff

§ 113.45. Withdrawal of foreign corporation. A foreign corporation authorized to conduct affairs in this State may withdraw from this State upon filing with the Secretary of State an application for withdrawal. In order to procure such withdrawal, such foreign corporation shall either:

(a) Execute and file in duplicate, in accordance with Section 101.10 of this Act, an application for withdrawal and a final report which shall set forth:

(1) That it surrenders its authority to conduct affairs in this State;

(2) That it revokes the authority of its registered agent in this State to accept service of process and consents that service of process in any suit, action, or proceeding based upon any cause of action arising in this State during the time the corporation was licensed to conduct affairs in this State may thereafter be made on such corporation by service thereof on the Secretary of State;

(3) A post office address to which may be mailed a copy of any process against the corporation that may be served on the Secretary of State;

(4) The name of the corporation and the state or country under the laws of which it is organized; and

(5) Such additional information as may be necessary or appropriate in order to enable the Secretary of State to determine and assess any unpaid fees payable by such foreign corporation as in this Act prescribed; or

(b) If it has been dissolved, file a copy of the articles of dissolution duly authenticated by the proper officer of the state or country under the laws of which such corporation was organized.

(c) The application for withdrawal and the final report shall be made on forms prescribed and furnished by the Secretary of State.

(d) When the corporation has complied with subsection (a) of this Section, the Secretary of State shall file the application for withdrawal and mail a copy of the application to the corporation or its representative. If the provisions of subsection (b) of this Section have been followed, the Secretary of State shall file a copy of the articles of dissolution in his or her office.

Upon the filing of the application for withdrawal or copy of the articles of dissolution, the authority of the corporation to conduct affairs in this State shall cease.

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Cite this article: FindLaw.com - Illinois Statutes Chapter 805. Business Organizations § 105/113.45. Withdrawal of foreign corporation - last updated January 01, 2025 | https://codes.findlaw.com/il/chapter-805-business-organizations/il-st-sect-805-105-113-45/

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