Domestication: Moving Corporate Status Into (or Out of) Illinois
Where were you born? For many people, that question leads to all sorts of interesting conversation, and the answer may carry important legal implications. For nonprofit organizations, they are “born” wherever the corporation was incorporated. The state of incorporation is sometimes where a nonprofit is still located, and sometimes far from where it now operates. May the nonprofit’s state of incorporation change? Until recently, the answer for Illinois nonprofit corporations was “No.” But thanks to Illinois’ recently enacted “domestication” law, formally known as the Entity Omnibus Act, the answer is now “Yes.” Effective July 1, 2018, the new law allows nonprofit corporations to move their “place of birth” into or out of Illinois. That may be good news for certain nonprofits that have migrated here or elsewhere, particularly with respect to periodic state reporting requirements as well as other applicable state law.