Illinois Compiled Statutes
805 ILCS 105/112.16 (2026)
Distribution of assets
✓ current as of May 2026
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(805 ILCS 105/112.16)
(from Ch. 32, par. 112.16)
Sec. 112.16.
Distribution of assets.
The assets of a
corporation in the process of dissolution shall be applied
and distributed as follows:
(a) All liabilities and obligations of the corporation
shall be paid, satisfied and discharged, or adequate
provision shall be made therefor;
(b) Assets held by the corporation upon condition requiring
return, transfer or conveyance, which condition occurs by
reason of the dissolution, shall be returned, transferred or
conveyed in accordance with such requirements;
(c) Assets held for a charitable, religious, eleemosynary,
benevolent, educational or similar use, but not held upon a
condition requiring return, transfer or conveyance by reason
of the dissolution, shall be transferred or conveyed to one
or more domestic or foreign corporations, societies or
organizations engaged in activities substantially similar to
those of the dissolving corporation, pursuant to a plan of
distribution adopted as provided in this Act;
(d) To the extent that the articles of incorporation or bylaws
determine the distributive rights of members, or any
class or classes of members, or provide for distribution to
others, other assets, if any, shall be distributed in
accordance with such provisions;
(e) Any remaining assets may be distributed to such
societies, organizations or domestic or foreign
corporations, whether for profit or not for profit, as may
be specified in a plan of distribution adopted as provided
in Section 112.17 of this Act.
(Source: P.A. 84-1423.)
Notes of Decisions
Cited in 2
cases, 2002–2008 · leading case: Scott v. York Woods Cmty. Ass'n, 768 N.E.2d 847 (Ill. App. Ct. 2002).
Scott v. York Woods Cmty. Ass'n, 768 N.E.2d 847 (Ill. App. Ct. 2002). “16 of the Act (805 ILCS 105/112.16 (West 1996)), which allows a corporation undergoing dissolution to transfer assets to a newly formed corporation.”
Cohen v. Ulz (In Re Ulz), 388 B.R. 865 (Bankr. N.D. Ill. 2008). “03(a) (2006), and, depending on what the articles and by-laws say, the members may have distributive rights to corporate assets on dissolution, see 805 ILCS 105/112.16(d) (2006). Cohen may be able to obtain turnover of these kinds of interests, should they exist.”
— 805 ILCS 105/112.16(c) — 1 case
Scott v. York Woods Cmty. Ass'n, 768 N.E.2d 847 (Ill. App. Ct. 2002). “16 of the Act (805 ILCS 105/112.16 (West 1996)), which allows a corporation undergoing dissolution to transfer assets to a newly formed corporation.”
— 805 ILCS 105/112.16(d) — 1 case
Cohen v. Ulz (In Re Ulz), 388 B.R. 865 (Bankr. N.D. Ill. 2008). “03(a) (2006), and, depending on what the articles and by-laws say, the members may have distributive rights to corporate assets on dissolution, see 805 ILCS 105/112.16(d) (2006). Cohen may be able to obtain turnover of these kinds of interests, should they exist.”
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