ILCS » Chapter 805 · Act 5
Illinois Compiled Statutes

805 ILCS 5/8.50 (2026)

Officers

✓ current as of May 2026
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(805 ILCS 5/8.50) (from Ch. 32, par. 8.50)
    Sec. 8.50. Officers. A corporation shall have such officers as shall be provided in the by-laws, each of whom shall be elected by the board of directors at such time and in such manner as may be prescribed by the by-laws. Officers and assistant officers and agents as may be deemed necessary may be elected or appointed by the board of directors or chosen in such other manner as may be prescribed by the by-laws. If the by-laws so provide, any two or more offices may be held by the same person. One officer, in this Act generally referred to as the secretary, shall have the authority to certify the by-laws, resolutions of the shareholders and board of directors and committees thereof, and other documents of the corporation as true and correct copies thereof.     All officers and agents of the corporation, as between themselves and the corporation, shall have such express authority and perform such duties in the management of the property and affairs of the corporation as may be provided in the by-laws, or as may be determined by resolution of the board of directors not inconsistent with the by-laws and such implied authority as recognized by the common law from time to time.
(Source: P.A. 83-1025.)

    
Notes of Decisions
Cited in 2 cases, 2010–2016 · leading case: Enter. Recovery Sys., Inc. v. Salmeron, 927 N.E.2d 852 (Ill. App. Ct. 2010).
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Enter. Recovery Sys., Inc. v. Salmeron, 927 N.E.2d 852 (Ill. App. Ct. 2010). · cites it 2× “" 805 ILCS 5/8.50 (West 2006). Enterprise did not submit a copy of the by-laws or any other evidence that would establish the duties of a corporate officer.”
Steines v. Menrisky, 222 F. Supp. 3d 648 (N.D. Ill. 2016). “The next question is whether Steines, as Simplesoft’s president, could nonetheless have authorized Griffin to act on Simplesoft’s behalf and created an attorney-client relationship between Griffin and Simplesoft for purposes of this lawsuit and the underlying dispute.”
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