republic-os/legislation/us/states/il/94th/hb-5376.md

type, title, description, jurisdiction, legislature, session, identifier, citation, classification, subjects, status, primary_sponsors, version_count, action_count, vote_count, first_action, last_action, source, source_identifier, source_url, source_hash, vintage, source_snapshot, retrieved_at, confidence, tags

type	title	description	jurisdiction	legislature	session	identifier	citation	classification	subjects	status	primary_sponsors	version_count	action_count	vote_count	first_action	last_action	source	source_identifier	source_url	source_hash	vintage	source_snapshot	retrieved_at	confidence	tags
Bill	BUSINESS CORP ACT-FAIR VALUE	Amends the Business Corporation Act of 1983. Requires that fair value (instead of just value) be paid for a fractional share that is paid in cash. Defines "fair value". Provides that, in the list of those who can make a determination for purposes of indemnification of a present or former director, officer, employee or agent in a particular case, the determination shall be by a committee of the directors who are not parties to such action, suit, or proceeding, even though less than a quorum, designated by a majority vote of the directors (instead of a committee of directors designated by a majority vote of the directors). Amends the Limited Liability Company Act. Provides that the operating agreement may not contain any provision inconsistent with the voting provisions in the listed Section. Limits situations in which a person may vote to ratify or approve matters.	us/states/il	Illinois General Assembly	94th	HB 5376	Illinois HB 5376 (94th)	bill		enacted		3	28	2	2006-01-26	2006-06-20	openstates	ocd-bill/39d7514e-32e8-4e59-8e55-c4107783398b	http://ilga.gov/legislation/BillStatus.asp?DocNum=5376&GAID=8&DocTypeID=HB&LegId=24657&SessionID=50&GA=94	bd370d1c7394f93ef4962b590f887e858689709a51a410a8961613389fcbb0ec	2026-07-01	https://data.openstates.org/daily/2026-07-01/public.pgdump	2026-07-06	reported	legislation bill us-il

Illinois HB 5376 (94th) — BUSINESS CORP ACT-FAIR VALUE

Amends the Business Corporation Act of 1983. Requires that fair value (instead of just value) be paid for a fractional share that is paid in cash. Defines "fair value". Provides that, in the list of those who can make a determination for purposes of indemnification of a present or former director, officer, employee or agent in a particular case, the determination shall be by a committee of the directors who are not parties to such action, suit, or proceeding, even though less than a quorum, designated by a majority vote of the directors (instead of a committee of directors designated by a majority vote of the directors). Amends the Limited Liability Company Act. Provides that the operating agreement may not contain any provision inconsistent with the voting provisions in the listed Section. Limits situations in which a person may vote to ratify or approve matters.

Version chain

The bill's text revisions, in order — the diff chain from filing to enrollment.

1. Introduced (filed) — source
2. Engrossed (committee substitute) — source
3. Enrolled (enrolled) — source

Votes

• Third Reading — 57–0 (pass) · upper
• Third Reading — 112–1 (pass) · lower

Sponsors

• Terry R. Parke — primary (person)

Timeline

The legislative action history — every referral, reading, and vote.

• 2006-01-26 Filed with the Clerk by Rep. Terry R. Parke filing
• 2006-01-26 First Reading reading-1
• 2006-01-26 Referred to Rules Committee referral-committee
• 2006-02-07 Assigned to Consumer Protection Committee referral-committee
• 2006-02-14 House Committee Amendment No. 1 Filed with Clerk by Consumer Protection Committee amendment-introduction
• 2006-02-14 House Committee Amendment No. 1 Adopted in Consumer Protection Committee; by Voice Vote amendment-passage
• 2006-02-14 Do Pass as Amended / Short Debate Consumer Protection Committee; 013-000-000 committee-passage
• 2006-02-14 Placed on Calendar 2nd Reading - Short Debate
• 2006-02-16 Second Reading - Short Debate reading-2
• 2006-02-16 Placed on Calendar Order of 3rd Reading - Short Debate
• 2006-02-21 Third Reading - Short Debate - Passed 112-001-000 reading-3, passage
• 2006-02-22 Arrive in Senate introduction
• 2006-02-22 Placed on Calendar Order of First Reading February 23, 2006 reading-1
• 2006-02-22 Chief Senate Sponsor Sen. Don Harmon
• 2006-02-23 First Reading reading-1
• 2006-02-23 Referred to Rules referral-committee
• 2006-03-15 Assigned to Judiciary referral-committee
• 2006-03-16 Added as Alternate Chief Co-Sponsor Sen. Arthur J. Wilhelmi
• 2006-03-24 Do Pass Judiciary; 009-000-000 committee-passage
• 2006-03-24 Placed on Calendar Order of 2nd Reading March 27, 2006
• 2006-03-27 Second Reading reading-2
• 2006-03-27 Placed on Calendar Order of 3rd Reading March 28, 2006
• 2006-03-28 Third Reading - Passed; 057-000-000 reading-3, passage
• 2006-03-28 Passed Both Houses
• 2006-04-26 Sent to the Governor executive-receipt
• 2006-06-20 Governor Approved executive-signature
• 2006-06-20 Effective Date January 1, 2007
• 2006-06-20 Public Act . . . . . . . . . 94-0889 became-law

Source

OpenStates / OpenCivicData bulk snapshot 2026-07-01; origin ocd-bill/39d7514e-32e8-4e59-8e55-c4107783398b. Confidence: reported (aggregated from official Illinois legislature records).