Illinois Code § 108.05

Illinois Code § 108.05. Reproduced from the official Illinois Compiled Statutes, with a citation summary, verification link, and related provisions.

§ 108.05.

Board of directors. (a) Each corporation shall have a board of directors, and except as provided in articles of incorporation, the affairs of the corporation shall be managed by or under the direction of the board of directors. (b) A director need not be a resident of this State or a member of the corporation unless the articles of incorporation or bylaws so prescribe. The articles of incorporation or the bylaws may prescribe other qualifications for directors. (c) Unless otherwise provided in the articles of incorporation or bylaws, the board of directors, by the affirmative vote of a majority of the directors then in office, shall have authority to establish reasonable compensation of all directors for services to the corporation as directors, officers or otherwise, notwithstanding the provisions of Section 108.60 of this Act. (d) No director may act by proxy on any matter. (Source: P.A. 95-368, eff. 8-23-07; 96-649, eff. 1-1-10.)

Source: official Illinois text · Last verified 2026-08-27

At a glance

  • Citation: Illinois Compiled Statutes § 108.05
  • Jurisdiction: Illinois
  • Code: Illinois Compiled Statutes
  • Text: transcribed from the official source (verify below)

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Statute text is transcribed from the official Illinois Compiled Statutes. Confirm it against the primary source before relying on it:

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Common questions

What is the source of Illinois Compiled Statutes § 108.05?

The text above is transcribed from the Illinois Compiled Statutes, the codified statutes of Illinois. The official publisher link appears under "Verify the text" on this page.

What subject does Illinois Compiled Statutes § 108.05 address?

It addresses the rule set out in the section text. Read the section together with the surrounding provisions listed under "Nearby provisions" for the full picture.

Is Illinois Compiled Statutes § 108.05 still in force?

Statutes are amended, repealed, and renumbered every session. Confirm the current version at the official Illinois source before relying on this text.

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