(805 ILCS 180/5-47)
Sec. 5-47. Statement of correction.
(a) Whenever any instrument authorized to be filed with the Secretary of State under any provision of this Act has been so filed and, as of the date of the action therein referred to, contains any misstatement of fact, typographical error, error of transcription, or any other error or defect or was defectively or erroneously executed, such instrument may be corrected by filing, in accordance with Section 5-45 of this Act, a statement of correction.
(b) A statement of correction shall set forth:
(1) The name of the limited liability company and the
state or country under the laws of which it is organized.
(2) The title of the instrument being corrected and
the date it was filed by the Secretary of State.
(3) The inaccuracy, error, or defect to be corrected
and the portion of the instrument in corrected form.
(c) A statement of correction shall be executed in the same manner in which the instrument being corrected was required to be executed.
(d) The corrected instrument shall be effective as of the date the original instrument was filed.
(e) A statement of correction shall not:
(1) Effect any change or amendment of articles which
would not in all respects have complied with the requirements of this Act at the time of filing the instrument being corrected.
(2) Take the place of any document, statement, or
report otherwise required to be filed by this Act.
(3) Affect any right or liability accrued or incurred
before such filing, except that any right or liability accrued or incurred by reason of the error or defect being corrected shall be extinguished by such filing if the person having such right has not detrimentally relied on the original instrument.
(4) Alter the provisions of the articles of
organization with respect to the limited liability company name, purpose, ability to establish series, or the names and addresses of the organizers, initial manager or managers, and initial member or members.
(5) Alter the provisions of the application for
admission to transact business as a foreign limited liability company with respect to the limited liability name or ability to establish series.
(6) Alter the provisions of the application to adopt
or change an assumed limited liability company name with respect to the assumed limited liability company name.
(7) Alter the wording of any resolution as filed in
any document with the Secretary of State and which was in fact adopted by the members or managers.
(Source: P.A. 95-368, eff. 8-23-07.)
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Last modified: February 18, 2015