Introduction to the Illinois Franchise Tax and Its Importance to Your CompanyBy Jordan Goodman & Jesse FeinsteinMarch 2025The Illinois Franchise Tax is an extremely complex tax that places unique burdens on corporations conducting business in Illinois. Based on our experience, many corporations incorrectly calculate their obligations, leading to the over or underpayment of their tax liabilities. Neither of these scenarios is desirable, and as such, this article is designed to familiarize you with the basics of the Franchise Tax and reveal a few common problems we at Kilpatrick have identified and resolved over the years.
Items of NoteJanuary 2025The Corporate Law Departments Section is planning a social gathering during the Annual Meeting in Lincolnshire on June 5 and 6 and a brief update on the JCAR Flinn Report.
LAWPAC Needs You!January 2025The Illinois Lawyers’ Political Action Committee (LAWPAC) needs your help to fulfill its mission to support the legislative goals of the ISBA and Illinois’ legal community.
Legal Issues That Corporate Law Departments Should Monitor During the First Half of 2025By James P. Looby, Michael R. Mulcahy, Michelle T. Olson, Liz J. Baxter, Michael D. Considine, Ariel M. Kelly, Alec E. Lybik, Jake W. Wiesen, Jack Goold, & Jade E. HannanJanuary 2025This article discusses recent important developments in the areas of employment law, corporate disclosure requirements, Securities Exchange Commission examination priorities, and letter of credit sanctions that in-house counsel should assess and consider during the first half of 2025.
Proposed Revision to IBCA Allowing Easier Removal of Cumulative VotingBy Margo Hablutzel, J.D., LLM, CISSPMarch 2025In its March meeting, the Corporate Law Departments Section Council considered proposals before the Illinois Legislature to eliminate the requirement that Illinois corporations chartered before July 1, 1971, obtain the unanimous consent of shareholders before eliminating cumulative voting. Currently, those companies can only eliminate cumulative voting for directors by a unanimous vote of shareholders, unlike other charter amendments that can be accomplished by a two-thirds majority. The reason this is specific to companies incorporated in Illinois before that date is not only due to the terms of the Illinois Business Corporation Act, but also to the Illinois Constitution.
Update on Status of Corporate Transparency ActBy Craig R. HedinMarch 2025On March 21, 2025, FinCEN issued an interim final rule that removes U.S. entities from the definition of “reporting company” and added a new exemption to expressly exempt U.S. entities from the reporting requirements of the CTA.