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Illinois Compiled Statutes

805 ILCS 5/12.75 (2026)

Known claims against dissolved corporation

✓ current as of May 2026
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(805 ILCS 5/12.75) (from Ch. 32, par. 12.75)
    Sec. 12.75. Known claims against dissolved corporation. (a) A dissolved corporation may bar any known claim against it, its directors, officers, employees or agents, or its shareholders or their transferees, by following the procedures set forth in subsections (b) and (c) of this Section.
    A claimant that does not deliver its claim by the deadline established pursuant to subsection (b) or that does not file suit by the deadline established pursuant to subsection (c) shall have no further rights against the dissolved corporation, its directors, officers, employees or agents, or its shareholders or their transferees.
    (b) Within 60 days from the effective date of dissolution, the dissolved corporation shall send a notification to the claimant setting forth the following information:
    (1) The corporation has been dissolved and the effective date thereof.
    (2) The mailing address to which the claimant must send its claim and the essential information to be submitted with the claim.
    (3) The deadline, not less than 120 days from the effective date of dissolution, by which the dissolved corporation must receive the claim.
    (4) A statement that the claim will be barred if not received by the deadline.
    (c) If, after complying with the procedure in subsection (b), the dissolved corporation rejects the claim in whole or in part, the dissolved corporation shall notify the claimant of such rejection and shall also notify the claimant that the claim shall be barred unless the claimant files suit to enforce the claim within a deadline not less than 90 days from the date of the rejection notice.
    (d) For purposes of this Section, "claim" does not include any contingent liability or a claim arising after the effective date of dissolution or a claim arising from the failure of the corporation to pay any tax, penalty, or interest related to any tax or penalty.
    (e) This Section shall not apply to claims arising out of violations of the criminal law.
(Source: P.A. 85-1344.)

    
Notes of Decisions
Cited in 6 cases (2 in the last 5 years), 1997–2025 · leading case: Equitas Disability Advocates, LLC v. Bryant, 134 F. Supp. 3d 209 (D.D.C. 2015).
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Equitas Disability Advocates, LLC v. Bryant, 134 F. Supp. 3d 209 (D.D.C. 2015). “In its complaint, plaintiff alleges that DDB failed to notify plaintiff of its dissolution as required by 805 ILCS 5/12.75 and D.C.Code §§ 29-312.06 and 29-504.”
Aardema v. Fitch, 684 N.E.2d 884 (Ill. App. Ct. 1997). “See also 805 ILCS 5/12.75(d) (West 1994). This obligation was subsequently placed upon plaintiff by "the mere fortuity of IRS collection practices [which] should not shift the ultimate burden of payment to only one of the parties.”
Hicks v. United States, 89 Fed. Cl. 243 (Fed. Cl. 2009). “Noteworthy, in terms of plaintiff's failure to perfect a claim, is 805 ILCS 5/12.75, which indicates that where a dissolving corporation notifies a known claimant of its dissolution and follows certain other procedural steps, a claimant who does not file a claim against a…”
White v. Funeral Fin. Sys., Ltd, 2022 IL App (1st) 201385-U (Ill. App. Ct. 2022). · cites it 4× “75 of the Business Corporation Act of 1983 (Business Corporation Act) (805 ILCS 5/12.75 (West 2000)). Defendants consisted of certain members of the Abrams family and entities they were affiliated with—Funeral Financial Systems, Ltd.”
Trs. of the Sheet Metal Workers' Local 36 401(k) Plan v. Morris (E.D. Mo. 2025). “805 ILCS 5/12.75(b). Plaintiffs then rely on 805 ILCS 5/8.”
Aardema v. Fitch (Ill. App. Ct. 1997). “See also 805 ILCS 5/12.75(d) (West 1994). This obligation was subsequently placed upon plaintiff by "the mere fortuity of IRS collection practices [which] should not shift the ultimate burden of payment to only one of the parties.”
— 805 ILCS 5/12.75(b) — 2 cases
White v. Funeral Fin. Sys., Ltd, 2022 IL App (1st) 201385-U (Ill. App. Ct. 2022). “75 of the Business Corporation Act of 1983 (Business Corporation Act) (805 ILCS 5/12.75 (West 2000)). Defendants consisted of certain members of the Abrams family and entities they were affiliated with—Funeral Financial Systems, Ltd.”
Trs. of the Sheet Metal Workers' Local 36 401(k) Plan v. Morris (E.D. Mo. 2025). “805 ILCS 5/12.75(b). Plaintiffs then rely on 805 ILCS 5/8.”
— 805 ILCS 5/12.75(d) — 2 cases
Aardema v. Fitch, 684 N.E.2d 884 (Ill. App. Ct. 1997). “See also 805 ILCS 5/12.75(d) (West 1994). This obligation was subsequently placed upon plaintiff by "the mere fortuity of IRS collection practices [which] should not shift the ultimate burden of payment to only one of the parties.”
Aardema v. Fitch (Ill. App. Ct. 1997). “See also 805 ILCS 5/12.75(d) (West 1994). This obligation was subsequently placed upon plaintiff by "the mere fortuity of IRS collection practices [which] should not shift the ultimate burden of payment to only one of the parties.”
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