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JUSTICE CALLUM delivered the opinion of the court:

I. INTRODUCTION

Plaintiff, Pace, the suburban bus division of the RegionalTransportation Authority (Pace), sought a declaration thatdefendant, the Regional Transportation Authority (RTA), violatedsection 4.11 of the Regional Transportation Authority Act (Act) (70ILCS 3615/4.11 (West 2000)) when it decreased Pace's operatingsubsidy and rejected its budget for 2002. Also, Pace sought"damages" in the form of subsidies that the RTA allegedlywrongfully denied it. The trial court granted the RTA's motion todismiss. The court found that the decisions Pace challenges werediscretionary acts not subject to judicial review. Also, the courtfound that Pace was a division of the RTA and therefore could notsue the RTA. We reverse and remand.

II. BACKGROUND

Before setting forth the background of the dispute in thiscause, we provide an overview of the relationship between the RTAand Pace. The legislature passed the Act in 1974. The Act createdthe RTA, which voters in Cook, Du Page, Kane, Lake, McHenry, andWill Counties approved by referendum. See Stroger v. RegionalTransportation Authority, 201 Ill. 2d 508, 512 (2002). The purposeof the RTA is to oversee public transportation in the six-countyregion. 70 ILCS 3615/1.02(a)(v) (West 2000). The RTA is a "unitof local government, body politic, political subdivision andmunicipal corporation." 70 ILCS 3615/1.04 (West 2000).

In 1983, the legislature amended the Act to create thecommuter rail division (Metra) (70 ILCS 3615/3B.01 (West 2000)) andPace (70 ILCS 3615/3A.01 (West 2000)). The 1983 amendmentsdesignated as "service boards" the governing boards of Metra andPace. See 70 ILCS 3615/1.03 (West 2000). The Act also designated as a service board the governing board of the Chicago TransitAuthority (CTA), which has existed since 1945 (see 70 ILCS 3605/1et seq. (West 2000)). The Act delegated to the three serviceboards the responsibility for providing and operating theirrespective transportation systems. 70 ILCS 3615/2.01(a) (West2000). The RTA retained responsibility for the financial oversightof the system and for facilitating the service boards' efforts todeliver public transportation in the region. 70 ILCS 3615/1.02(c)(West 2000).

The RTA board is comprised of 13 directors, and the regions ofthe six-county area are represented as follows: four directors mustreside in Chicago; four directors must reside in suburban CookCounty; two directors must reside either in Kane, Lake, McHenry, orWill County; and one director must reside in Du Page County. 70ILCS 3615/3.01(a) through (d) (West 2000). The chairperson mayreside anywhere in the six-county area (70 ILCS 3615/3.01(e) (West2000)), and one director, who also is the chairperson of the CTA,must reside in the "Metropolitan area of Cook County" (70 ILCS3605/2, 19; 3615/3.01(a) (West 2000)). The RTA board reviews anddecides whether to approve the service boards' budgets. Ninedirectors must vote to approve a service board's budget. 70 ILCS3615/4.11(b)(4) (West 2000). Pace has a governing board consistingof 11 directors, who must be chief executive officers ofmunicipalities within Pace's territory, and a chairperson. 70 ILCS3615/3A.02 (West 2000).

The RTA and the service boards are financed by a combinationof fare box revenue, sales tax proceeds, and state and federalgrant funds. The Act mandates that the service boards' aggregateoperating revenue equal at least 50% of their aggregate cost ofproviding public transportation each fiscal year. 70 ILCS3615/4.01(b) (West 2000). If the 50% ratio is not met, the RTAdoes not receive its annual subsidy from the state and must reducethe service boards' funding accordingly. 70 ILCS 3615/4.09(g), (h)(West 2000). To accomplish the mandate, the RTA sets for eachservice board a recovery ratio, which represents the percentage ofthe service board's operating costs that must be recovered by thatservice board's "system generated revenues." 70 ILCS 3615/4.11(a)(West 2000).

In count I of its complaint, dated January 11, 2002, Pacealleged that, in violation of section 4.11(a) of the Act, the RTA"disproportionately and prejudicially" increased Pace's recoveryratio. From 1985 to 2002, the RTA increased the recovery ratiosfor the CTA, Metra, and Pace by 2.8%, 6.14%, and 41.7%,respectively. From 1996 to 2002, the CTA's assigned recovery ratiodecreased from 52.4% to 52%, Metra's recovery ratio increased from55% to 55.3%, and Pace's recovery ratio increased from 36% to 40%.

Pace alleged further that the ratios were disproportionatewhen one considered the service boards' actual performance. Forexample, the CTA's budgeted recovery ratio for 2000 was 0.8% lessthan what the CTA actually recovered in 1999 and only 0.2% higherthan the 1999 budgeted ratio; Metra's 2000 assigned ratio was 3.8%less than what Metra recovered in 1999 and the same as the 1999budgeted ratio; and Pace's 2000 budgeted ratio was 7.8% more thanwhat Pace actually recovered in 1999 and 9% more than the 1999budgeted ratio.

In 2000, Pace did not achieve its 40% ratio. Nevertheless,the RTA again set Pace's 2001 ratio at 40%. To meet the budgetedratio, Pace raised fares and reduced its staff, marketingexpenditures, and services. As a result, Pace's ridership declinedby 1,468,326 passenger trips in 2000 and another 1,652,036passenger trips in 2001.

Pace alleged that, as a result of the RTA's violations of theAct, since 1996, Pace "has been damaged and injured in itscorporate capacity through loss of funding in the amount of$99,755,000." Pace asked the court to (1) declare that, for theyears 1996 through 2002, the RTA set recovery ratios for Pace thatwere disproportionate to the ratios set for the other serviceboards and prejudicial to Pace; (2) order the RTA to set Pace's2002 recovery ratio at a level that is proportionate to the otherservice boards' ratios and not prejudicial to Pace; and (3) awardPace $99,755,000 in "damages."

In count II, Pace alleged that, to meet its recovery ratiowithout cutting services or raising fares further, it sought other funding sources, including federal grants. Each year, the RTAadvises the service boards of the amount of federal fundingavailable to them. Since 1985, the RTA consistently allocated 58%of the available funds to the CTA, 34% to Metra, and 8% to Pace. In September 2001, the RTA allocated $25.9 million in federal fundsto Pace. Of this amount, $7.6 million was designated for the"capital cost of contracting." This figure represented 8% of allof the federal funds allocated to the service boards.

Pace's 2002 budget allocated $7.8 million of the federal fundsto the "capital cost of contracting," which, according to Pace, wasthe expense of purchasing services from private carriers. Pacealleged that federal regulations allowed it to use the federalfunds for this purpose. The Pace board approved the budget andforwarded it to the RTA. Pace alleged that its budget compliedwith the Act and, therefore, that, under section 4.11(b)(2) of theAct, the RTA was required to approve the budget.

In ordinance No. 2001--83, dated December 28, 2001, the RTArejected Pace's 2002 budget because it used "federal capital funds"to cover operating expenses. The RTA concluded that, by doing so,the budget relied on unreasonable and imprudent assumptions and didnot comply with sound financial practices. The RTA approved anamended budget which removed the grant funds line item andcompensated for the removal of those funds by reducing variousexpenses.

Pace alleged that the RTA violated section 4.11(b)(2) byrejecting Pace's 2002 budget and arbitrarily and capriciouslyapproving an amended budget. Pace asked the court to declare thatthe RTA's rejection of Pace's 2002 budget was invalid.

The RTA moved to dismiss pursuant to sections 2--615 and 2--619 of the Code of Civil Procedure (Code) (735 ILCS 5/2--615, 2--619 (West 2000)). See 735 ILCS 5/2--619.1 (West 2000). It arguedthat (1) separation of powers principles precluded the court fromreviewing the RTA's discretionary budget decisions; (2) as anoperating division of the RTA, Pace lacked the capacity to sue theRTA; (3) the RTA was entitled to protection under the LocalGovernmental and Governmental Employees Tort Immunity Act (TortImmunity Act) (745 ILCS 10/1--101 et seq. (West 2000)); (4) the Actdoes not provide a private right of action to parties aggrieved byviolations of the Act; and (5) Pace's claims were time barred, bothunder the statute of limitations contained in the Tort Immunity Act(745 ILCS 10/8--101 (West 2000)) and the laches doctrine.

The trial court found that, as a division of the RTA, Pace didnot have the capacity to sue the RTA. Also, the trial court foundthat setting recovery ratios and approving or rejecting budgetswere discretionary acts not subject to judicial review. Accordingly, the court granted the motion to dismiss. Pace timelyappealed.

III. ANALYSIS

A. Mootness

Before we address the merits of this appeal, we must decidewhether we should dismiss the appeal as moot. Pace complains aboutdecisions the RTA made for the 2002 budget year, which has passed. See 70 ILCS 3615/4.01(a) (West 2000) (RTA's fiscal year runs fromJanuary 1 to December 31).

Before the oral argument took place, we raised the mootnessissue sua sponte. In response, each party has moved to submitsupplemental materials. The RTA seeks to submit recent ordinancesit has adopted. On December 13, 2002, the RTA adopted ordinanceNo. 2002--83, which approved the service boards' 2003 budgets. Again, because Pace proposed using capital grants to fund operatingcosts, the RTA found that Pace's budget did not employ reasonableand prudent projections and was not financially sound. The RTAapproved Pace's budget with the caveat that, to the extent Pace'sbudget and the ordinance conflicted, the ordinance prevailed. OnMay 1, 2003, the RTA adopted ordinance No. 2003--23, which approvedPace's use of some of the disputed grant funds. Pace seeks tosubmit a consultant's report on the uses and benefits of the grantfunds.

These materials concern events that occurred after the trialcourt's ruling. We may take judicial notice of the RTA'sordinances, however. 735 ILCS 5/8--1001, 8--1002 (West 2002);Chicago Limousine Service, Inc. v. City of Chicago, 335 Ill. App.3d 489, 492 (2002). Likewise, the consulting report is a publicdocument, and we may take judicial notice of it. Maldonado v.Creative Woodworking Concepts, Inc., 296 Ill. App. 3d 935, 938(1998). The RTA has not objected to Pace's motion, and, indeciding whether a claim is moot, we may consider matters dehorsthe record. Oak Grove Jubilee Center, Inc. v. City of Genoa, No.2--01--0938, slip op. at 4 (May 5, 2003). Accordingly, we allowboth motions. We note, however, that we consider these materialsonly in connection with the mootness issue.

Courts of review generally will not consider moot or abstractquestions or render advisory opinions. In re Mary Ann P., 202 Ill.2d 393, 401 (2002). A case is moot when the resolution of aquestion of law cannot affect the result of the case or when eventshave occurred that make it impossible for the reviewing court torender effectual relief. Marion Hospital Corp. v. Illinois HealthFacilities Planning Board, 201 Ill. 2d 465, 471 (2002). A case onappeal is rendered moot where the issues that were presented in thetrial court do not exist any longer because intervening events haverendered it impossible for the reviewing court to grant thecomplaining party relief. In re India B., 202 Ill. 2d 522, 542(2002).

Courts have declined to address budgetary issues where thebudget year in question had already passed. People ex rel.Sklodowski v. State, 162 Ill. 2d 117, 133-34 (1994) (whethertransfer of monies from state pension fund to general revenue fundduring the 1992 fiscal year should have been temporarily enjoinedwas rendered moot by actual transfer of funds); West SideOrganization Health Services Corp. v. Thompson, 79 Ill. 2d 503,506-08 (1980) (mandamus action to compel governor and other stateofficials to expend unused portion of appropriation was moot wherefunds were no longer available because appropriation had lapsedpursuant to statute); Illinois News Broadcasters Ass'n v. City ofSpringfield, 22 Ill. App. 3d 226, 228 (1974) (whether city's humanrights commission properly held closed meeting was moot wheremeeting addressed dismissal of executive director, who had longsince been discharged, and salary changes for previous fiscalyear); Hill v. Murphy, 14 Ill. App. 3d 668, 671 (1973) (whetherpolice board's budget meeting for 1972 fiscal year was required tobe open to public was moot where budget had been approved andmostly spent).

There are two well-recognized exceptions to the mootnessdoctrine. These exceptions must be construed narrowly and requirea clear showing of each criterion necessary to bring the casewithin their terms. In re India B., 202 Ill. 2d at 543. Oneprovides that a reviewing court has the power to decide technicallymoot issues if they are capable of repetition yet evade review. Mount Carmel High School v. Illinois High School Ass'n, 279 Ill.App. 3d 122, 125 (1996). For this exception to apply, there mustbe a reasonable expectation that the same complaining party wouldbe subject to the same action again, and the duration of thechallenged action must be too short to be fully litigated beforeits cessation. In re India B., 202 Ill. 2d at 543. Both elementsof this exception are present here. First, there is a reasonableprobability that Pace will again be subject to similar adversebudget decisions. In its complaint, Pace alleges that the adversetreatment has continued over several years. The supplementalmaterials that the RTA submitted show that Pace's recovery ratiocontinues to be 40% and that the parties still dispute how Pace mayuse the federal grant funds. Second, the apparently continuingcontroversy here will always be limited to a single budget year,and there is little question that these potentially complicatedfinancial issues cannot be fully litigated before at least the bulkof the budget year has passed.

The second exception, the public interest exception, alsoapplies here. When deciding whether to apply this exception, acourt considers (1) the public nature of the question, (2) thedesirability of an authoritative determination for the purpose ofguiding public officers, and (3) the likelihood that the questionwill recur. In re Mary Ann P., 202 Ill. 2d at 402. Whether aservice board may seek judicial review of the RTA's budgetdecisions is a matter of substantial public concern affectingpublic transportation in the region. Moreover, because futurebudget disputes are likely, a decision on the issue will bebeneficial to guide the RTA board and the service boards. This isone of the "rare" cases that should be reviewed because of themagnitude of the interests involved and because the dispute islikely to recur but is unlikely to last long enough to allowappellate review. Prairie Rivers Network v. Illinois PollutionControl Board, 335 Ill. App. 3d 391, 408 (2002).

The RTA relies primarily on West Side Organization, which isdistinguishable. The plaintiffs in that case brought a mandamusaction to compel officials of the state's executive branch toexpend funds the General Assembly appropriated for the use of theDangerous Drugs Commission. The court held that, because theappropriation had lapsed while the appeal was pending, the fundswere no longer available. Therefore, the appeal was moot. WestSide Organization, 79 Ill. 2d at 508. Here, Pace seeks primarilydeclaratory relief, not a writ of mandamus compelling the releaseof funds. Although the 2002 budget year has passed, any reliefPace might obtain in this case could potentially affect futurebudgets. In count I, Pace essentially seeks a lower recovery ratiothat could affect its recovery ratios in subsequent years. Incount II, Pace seeks general authorization to use federal grantfunds to offset the "capital cost of contracting." Also, we notethat the court in West Side Organization did not discuss any of theexceptions to the mootness doctrine. For these reasons, we willreview the merits of the appeal.

B. Standard of Review

The RTA brought a combined motion to dismiss, relying onsections 2--615 and 2--619 of the Code. See 735 ILCS 5/2--619.1(West 2000). A motion to dismiss under section 2--615 of the Codetests the legal sufficiency of a pleading. Universal Scrap Metals,Inc. v. J. Sandman & Sons, Inc., 337 Ill. App. 3d 501, 504 (2003). The court accepts as true all well-pleaded facts and the inferencesthat can reasonably be drawn from those facts. Universal ScrapMetals, 337 Ill. App. 3d at 504. The issue is whether, when viewedin the light most favorable to the plaintiff, the allegations aresufficient to state a cause upon which relief can be granted. Universal Scrap Metals, 337 Ill. App. 3d at 504.

A section 2--619 motion to dismiss admits the legalsufficiency of the complaint and raises defects, defenses, or othermatters that act to defeat the claim. Krilich v. American NationalBank & Trust Co. of Chicago, 334 Ill. App. 3d 563, 569-70 (2002). When ruling on a section 2--619 motion, the trial court mayconsider the pleadings, depositions, and affidavits. Krilich, 334Ill. App. 3d at 570. The issue on appeal is whether the existence of a genuine issue of material fact should have precluded thedismissal or, absent such an issue of fact, whether the dismissalis proper as a matter of law. Krilich, 334 Ill. App. 3d at 570. We review de novo the trial court's decision to grant a section 2--619.1 combined motion to dismiss. Lawson v. City of Chicago, 278Ill. App. 3d 628, 634 (1996).

C. Separation of Powers

One basis for the trial court's decision was that Pace waschallenging a local government's discretionary acts that are notsubject to judicial review. The RTA argues that "[w]hen amunicipal body acts legislatively, its decision is subject only toreview for arbitrariness as a matter of substantive due process." People ex rel. Klaeren v. Village of Lisle, 202 Ill. 2d 164, 187(2002). Thus, according to the RTA, under this standard, only adue process claim would be available to Pace. Because Pace is agovernmental entity, however, it does not possess any due processrights. See City of Evanston v. Regional Transportation Authority,202 Ill. App. 3d 265, 275-78 (1990) (as political subdivisions ofthe state, RTA and Pace do not possess substantive due process andequal protection rights under federal and state constitutions).

The RTA's reliance on Klaeren is misplaced. When the part ofthe Klaeren decision quoted above is considered in its appropriatecontext, it is clear that the standard in Klaeren does not applyhere. Klaeren discussed the standards for reviewing amunicipality's ruling on a special use permit. Municipalities actin administrative or quasi-judicial capacities when they conductzoning hearings on special use permits. Klaeren, 202 Ill. App. 3dat 183. When a legislative body acts administratively, itsdecision is subject to general principles of administrative review. City of Chicago Heights v. Living Word Outreach Full Gospel Church& Ministries, Inc., 196 Ill. 2d 1, 13 (2001).

The problem with the RTA's reliance on Klaeren is that Klaerenaddressed only the standard of review dichotomy in zoning cases andtherefore did not fully discuss the principles that are relevant tothis appeal. The appropriate standards are as follows. We aremindful that the courts cannot review matters that are in effectattempts to overrule the decisions of a municipality's legislativebody based upon an alleged failure to follow requirements imposedby that body itself. Zeitz v. Village of Glenview, 304 Ill. App.3d 586, 592 (1999). The courts have the authority to invalidatelegislation adopted by a municipality only if the enactmentviolates the federal or state constitution or the mandate of afederal or state statute. City of Elgin v. County of Cook, 169Ill. 2d 53, 63 (1995).

Here, Pace alleged that, when the RTA raised Pace's recoveryratio and rejected Pace's budget, it violated the mandates ofsections 4.11(a) and 4.11(b) of the Act. See Woolfolk v. Board ofFire & Police Commissioners, 79 Ill. App. 3d 27, 31 (1979)(recognizing that an ordinance may be reviewable in a declaratoryjudgment action if plaintiff alleges that ordinance is unlawful). Pace alleges that the RTA violated the Act, not that Pace'sconstitutional rights have been violated.

The RTA relies on several decisions it claims stand for thegeneral proposition that a legislative body's budgetary decisionsare purely discretionary matters that are not subject to judicialreview. According to the RTA, "[t]he judiciary should not attemptto review budgetary decisions when made by the branch of governmenthaving the authority to control spending." West Side OrganizationHealth Services Corp. v. Thompson, 73 Ill. App. 3d 179, 187 (1979),rev'd on other grounds, 79 Ill. 2d 503 (1980); see also AmericanFederation of State, County, & Municipal Employees v. Ryan, 332Ill. App. 3d 965, 968 (2002). This certainly is true. The RTAignores, however, the appellate court's subsequent statement inWest Side Organization that "[i]f the officials of the executivebranch have exceeded the limits of their authority, thereby actingunlawfully, the courts will not hesitate to say so." West SideOrganization, 73 Ill. App. 3d at 187; see also Woolfolk, 79 Ill.App. 3d at 30-31 (although court recognized that ordinanceabolishing police force was legislative act not subject toadministrative review, court reviewed municipality's actions todetermine if they were unlawful). Pace is not asking the courts topass on the wisdom of the RTA's budget decisions but instead claimsthat those decisions were unlawful. Therefore, we conclude thatseparation of powers principles do not prevent Pace's claims fromgoing forward.

D. Statutory Right of Action

The question then becomes whether the Act contemplates judicial review of the RTA's budget decisions. The Act does notspecifically provide for judicial review of any of the RTA'sdecisions. Although the RTA is a municipal corporation and not anadministrative agency, decisions addressing the reviewability ofagency decisions under statutory schemes that do not adopt theAdministrative Review Law (735 ILCS 5/3--101 et seq. (West 2000))are helpful here.

Whether and to what extent a court may review anadministrative agency's action is a question of statutoryinterpretation. Hanrahan v. Williams, 174 Ill. 2d 268, 273 (1996). Although most agency actions are presumed reviewable, nopresumption arises if there is a statutory bar to review or thestatutory language commits the agency's decision to unreviewablediscretion. Hanrahan, 174 Ill. 2d at 273. Factors to consider are the statute's language, structure, objectives, and legislativehistory and the nature of the administrative action at issue. Hanrahan, 174 Ill. 2d at 273. Particularly important is whetherthe statute contains standards, goals, or criteria by which a courtmay evaluate the action. Hanrahan, 174 Ill. 2d at 273-74. Judicial review is precluded if the statute is drawn so that acourt would have no meaningful standard against which to judge theagency's exercise of discretion. Hanrahan, 174 Ill. 2d at 273-74.

Two decisions provide direct guidance here. In Greer v.Illinois Housing Development Authority, 122 Ill. 2d 462 (1988),neighboring residents sued to stop a proposed rehabilitationdevelopment project. Apartments in the project were to be madeavailable only to very-low-income tenants. The plaintiffs allegedthat the decision of the Illinois Housing Development Authority(IHDA) to finance the project violated a statute stating that theincome limits "shall be sufficiently flexible to avoid undueeconomic homogeneity" among the tenants of a development. See 20ILCS 3805/10 (West 2000).

The governing statute did not expressly provide for judicialreview of the IHDA's decision to finance a project. Nevertheless,the court held that such a decision was reviewable. The courtnoted that, if the IHDA had absolute discretion to determine thenumber of units to be made available to low-income tenants, thenthe mandate quoted above would have no meaning. Greer, 122 Ill. 2dat 499. Also, the terms "flexible" and "undue economichomogeneity" were not so vague or general so as to precludejudicial review. Greer, 122 Ill. 2d at 500. According to thecourt, the "IHDA's decision as to what constitutes 'undue'homogeneity is obviously entitled to great deference. But thisdeference is best assured by subjecting that decision only toreview to determine whether it is arbitrary or capricious, and notby insulating it from judicial review altogether." Greer, 122 Ill.2d at 501. Finally, the court rejected the IHDA's contention thatits status as a "body corporate and politic," rather than as anagency that makes adjudicatory decisions, precluded judicialreview. Greer, 122 Ill. 2d at 501-04.

In City of East St. Louis v. East St. Louis Financial AdvisoryAuthority, 188 Ill. 2d 474 (1999), the City of East St. Louis(City) designated itself a financially distressed city. Under theFinancially Distressed City Law (65 ILCS 5/8--12--1 et seq. (West2000)), the City was required to submit its annual budget to afinancial advisory authority (authority) for approval. After theauthority rejected two of the City's proposed budgets for 1998, theCity sued.

The governing statute did not expressly provide for judicialreview of the authority's decisions. It provided:

"The Authority shall approve each Budget if, in itsjudgment, the Budget is complete with respect to providing adetailed accounting of revenues and expenditures, isreasonably capable of being achieved, will meet therequirement [of being balanced], and will be consistent withthe Financial Plan in effect. Otherwise, the Authority shallreject the Budget. The Authority's review of the Budget shallbe in accordance with generally accepted accounting principlesand standards. No Budget submitted by the financiallydistressed city shall be arbitrarily or capriciously rejectedby the Authority." 65 ILCS 5/8--12--16(3) (West 2000).

Whether the authority's decision to reject a budget wassubject to judicial review apparently was not a contested issue inthe case. Citing Greer, the court reviewed whether the authorityacted arbitrarily and capriciously when it rejected the City'sproposed budgets. East St. Louis, 188 Ill. 2d at 487-89.

Greer and East St. Louis support a conclusion that thebudgetary decisions Pace challenges here are reviewable. In countI, Pace alleged that the RTA violated section 4.11(a) of the Act,which provides:

"In determining a Service Board's system generatedrevenue recovery ratio, the [RTA] Board shall consider thehistorical system generated revenues recovery ratio for theservices subject to the jurisdiction of that Service Board. The Board shall not increase a Service Board's systemgenerated revenues recovery ratio for the next fiscal yearover such ratio for the current fiscal year disproportionatelyor prejudicially to increases in such ratios for other ServiceBoards." 70 ILCS 3615/4.11(a) (West 2000).

Like the statute at issue in Greer, section 4.11(a) providesa mandate and a standard to guide the review of the RTA's decision. The phrase "disproportionately or prejudicially" is not any morevague or general than the phrase "undue economic homogeneity."

In count II, Pace alleged that the RTA violated section4.11(b)(2) by rejecting Pace's 2002 budget and arbitrarily andcapriciously approving an amended budget. Section 4.11(b) providesin pertinent part:

"(1) Not later than the next preceding November 15 priorto the commencement of such fiscal year, each Service Boardshall submit to the Authority its proposed budget for suchfiscal year and its proposed financial plan for the twofollowing fiscal years. Such budget and financial plan shallnot project or assume a receipt of revenues from the Authorityin amounts greater than those set forth in the estimatesprovided by the Authority pursuant to subsection (a) of thisSection.

(2) The Board shall review the proposed budget andfinancial plan submitted by each Service Board, and shalladopt a consolidated budget and financial plan. The Boardshall approve the budget and plan if:

(i) the Board has approved the proposed budget andcash flow plan for such fiscal year of each ServiceBoard, pursuant to the conditions set forth in clauses(ii) through (vii) of this paragraph;

(ii) such budget and plan show a balance between (A)anticipated revenues from all sources including operatingsubsidies and (B) the costs of providing the servicesspecified and of funding any operating deficits orencumbrances incurred in prior periods, includingprovision for payment when due of principal and intereston outstanding indebtedness;

(iii) such budget and plan show cash balancesincluding the proceeds of any anticipated cash flowborrowing sufficient to pay with reasonable promptnessall costs and expenses as incurred;

(iv) such budget and plan provide for a level offares or charges and operating or administrative costsfor the public transportation provided by or subject tothe jurisdiction of such Service Board sufficient toallow the Service Board to meet its required systemgenerated revenue recovery ratio;

(v) such budget and plan are based upon and employassumptions and projections which are reasonable andprudent;

(vi) such budget and plan have been prepared inaccordance with sound financial practices as determinedby the Board; and

(vii) such budget and plan meet such otherfinancial, budgetary, or fiscal requirements that theBoard may by rule or regulation establish." 70 ILCS3615/4.11(b) (West 2000).

Section 4.11(b)(2) is similar to the statute in East St. Louisbecause it states that the RTA "shall" approve a service board'sbudget if it satisfies the listed criteria. Section 4.11(b)(2) isdifferent from the statute in East St. Louis, however, because itdoes not contain the "arbitrary and capricious" language. Nevertheless, section 4.11(b)(2) provides sufficient standards toguide courts, and, under Greer, the "arbitrary and capricious"standard would apply in any event.

The RTA relies on Hanrahan, which is distinguishable. There,a prison inmate sued the Prisoner Review Board (parole board) toobtain review of the parole board's decision to deny him parole. The relevant statute required the parole board to consider certainevidence and stated that the parole board shall not parole aprisoner if certain criteria are satisfied. The statute did notprovide any criteria that, if satisfied, would require the paroleboard to grant parole. Hanrahan, 174 Ill. 2d at 274-75. The courtconcluded that the statutory criteria did not provide standards forrelease on parole that were sufficiently objective to allow a courtto evaluate a decision to deny parole. Accordingly, the court heldthat the legislature intended the parole board to have completediscretion in determining whether to grant parole in situationswhere the statute does not mandate that parole be denied. Hanrahan, 174 Ill. 2d at 274-75.

Unlike the statute in Hanrahan, the statute here providesmandates and standards to guide the courts. Although sections4.11(b)(2)(vi) and 4.11(b)(2)(vii) grant the RTA the discretion toestablish financial requirements for budgets, there is no indication that the legislature intended the RTA to have completediscretion in deciding whether to approve a service board's budget. As was the case in Greer, if the RTA had complete discretion overthe budgetary decisions Pace challenges here, then the mandates insection 4.11 of the Act would have no meaning.

The RTA argues that, because sections 4.11(a) and 4.11(b) donot specify what result will follow if the RTA fails to comply withtheir terms, the use of "shall" in those sections is merelydirectory and not mandatory. When used in a statute, the term"shall" is generally interpreted to mean that something ismandatory. Citizens Organizing Project v. Department of NaturalResources, 189 Ill. 2d 593, 598 (2000). The term does not have afixed or inflexible meaning, however, and may be given a permissiveinterpretation depending on the legislative intent. Courtney v.County Officers Electoral Board, 314 Ill. App. 3d 870, 873 (2000). If the provision merely directs a manner of conduct to guideofficials or is designed to secure order, system, and dispatch inproceedings, it is generally directory. Johnson v. Theis, 282 Ill.App. 3d 966, 972 (1996). A court will not give "shall" apermissive meaning, however, where it is used with reference to anyright or benefit to anyone and the right or benefit depends ongiving a mandatory meaning to the term. Armstrong v. HedlundCorp., 316 Ill. App. 3d 1097, 1106 (2000).

Sections 4.11(a) and 4.11(b) do not merely prescribe a mannerof conduct to guide officials, and Pace's complaint does not allegemerely minor and technical violations of the Act that did notaffect the overall fairness of the budget process. See Cole v.Department of Public Health, 329 Ill. App. 3d 261, 265 (2002). Instead, Pace's complaint and sections 4.11(a) and 4.11(b) addressimportant substantive concerns. The budgetary requirementscontained in the Act reflect the legislature's concern over theneed to balance the varying interests of the diverse region thatthe RTA serves. See Stroger, 201 Ill. 2d at 523. Thus, ensuringfairness in the budgeting process is one of the Act's primaryfunctions. Moreover, we note that the Greer court interpreted thestatute at issue there as mandatory even though the statute did notspecify any consequences for the failure to comply with its terms. Greer, 122 Ill. 2d at 499.

For these reasons, we conclude that the Act contemplatesjudicial review of the budgetary decisions at issue here. As wasthe case in Greer, the RTA's decisions here are entitled to greatdeference. But this deference is best assured by subjecting thosedecisions only to review to determine whether they are arbitrary orcapricious, and not by insulating them from judicial reviewaltogether.

E. Pace's Capacity to Sue RTA

The RTA argues that Pace is merely one of its operatingdivisions and therefore lacks the capacity to sue it. According tothe RTA, in this cause, the RTA is essentially suing itself. Thetrial court agreed. Certain language in the Act lends support tothis contention, but further review of the Act reveals that theRTA's argument is not well taken. Of course, our primary goal hereis to give effect to the legislature's intent. Stroger, 201 Ill.2d at 524. The best evidence of legislative intent is thestatute's language, which must be given its plain and ordinarymeaning. Stroger, 201 Ill. 2d at 524.

When the legislature amended the Act in 1983, it found that,although the RTA should continue to exist, it was necessary tomodify the RTA's powers and responsibilities and to reallocateresponsibility for operating decisions. 70 ILCS 3615/1.02(b)(iii)(West 2000). The legislature further declared:

"It is the purpose of this Act to provide for, aid andassist public transportation in the northeastern area of theState without impairing the overall quality of existing publictransportation by providing for the creation of a singleauthority responsive to the people and elected officials ofthe area and with the power and competence to providefinancial review of the providers of public transportation inthe metropolitan region and facilitate public transportationprovided by Service Boards which is attractive and economicalto users, comprehensive, coordinated among its variouselements, economical, safe, efficient and coordinated witharea and State plans." 70 ILCS 3615/1.02(c) (West 2000).

Consistent with the idea of a "single authority," the Actprovides that "[t]here is established within the [RTA] the SuburbanBus Division as the operating division responsible for providingpublic transportation by bus and as may be provided in this Act." 70 ILCS 3615/3A.01 (West 2000). Although the Act designates Paceas an operating division of the RTA, it is difficult to say thatPace is merely a department within the RTA that has no separatelegal existence. See, e.g., Gray v. City of Chicago, 159 F. Supp.2d 1086, 1089 (N.D. Ill. 2001) (Chicago police department is merelya department of the City of Chicago that does not have a separatelegal existence).

The Act contemplates that the service boards operateautonomously and that the RTA provide financial oversight. Accordingly, the RTA and Pace have separate governing boards. TheAct grants Pace many of the same powers it grants to the RTA (70ILCS 3615/3A.09 (West 2000)), most notably, the power to sue and besued; to pass, amend, and repeal bylaws, rules and regulations, andordinances that are not inconsistent with the Act; to own property;and to enter into contracts. 70 ILCS 3615/2.20(a) (West 2000).

Supporting further the concept that the RTA and Pace areseparate legal entities is section 5.03 of the Act, which immunizesthe RTA from liability for injuries resulting from the negligenceof any transportation agency to which the RTA provided funds orwith which it had a purchase of service agreement. 70 ILCS3615/5.03 (West 2000). In a similar vein, in Patinkin v. RegionalTransportation Authority, 214 Ill. App. 3d 973 (1991), the courtheld that the plaintiff failed to comply with a statute requiringthose seeking to sue the CTA to serve the CTA's secretary andgeneral counsel with notice of the accident. The plaintiff sentthe notice to the RTA's secretary and general counsel. The courtfound nothing to suggest a relationship between the RTA and the CTAthat would allow the notice to the RTA to satisfy the requirementthat the plaintiff serve notice on the CTA. Of particularimportance to the court was that the RTA and the CTA had separateadministrative compositions. Patinkin, 214 Ill. App. 3d at 978.

In Chicago Transit Authority v. Danaher, 40 Ill. App. 3d 913,917-18 (1976), the court held that, even though they did notpossess the power to tax, the CTA and the Chicago Housing Authoritywere "special districts" and therefore could take advantage of astatute exempting "units of local government" from paying circuitcourt filing fees. The court defined a "special district" as arelatively autonomous local government that provides a singleservice. Danaher, 40 Ill. App. 3d at 917. Also, special districtspossess structural form, an official name, perpetual succession,and the right to make contracts and dispose of property. Danaher,40 Ill. App. 3d at 917. The Danaher court relied on the CTA'sautonomy, its designation as a municipal corporation, and itsability to purchase and dispose of land, issue revenue bonds, andsolicit and accept federal and state grants. Danaher, 40 Ill. App.3d at 914.

The trial court here went to great lengths to differentiatethe CTA from Pace. The CTA was created by the Metropolitan TransitAuthority Act (Transit Authority Act) (70 ILCS 3605/1 et seq. (West2000)) and existed before the legislature created the RTA. TheTransit Authority Act designates the CTA as a politicalsubdivision, body politic, and municipal corporation (70 ILCS3605/3 (West 2000)), but subjects the CTA to the RTA's financialoversight. 70 ILCS 3605/9b (West 2000).

Although the Transit Authority Act and the Act designate theCTA and Pace differently, in substance they are very similar. Asthe Danaher court noted, the term "municipal corporation"originated in statutory texts and has no origin in either the 1870or 1970 constitution. Danaher, 40 Ill. App. 3d at 914 n.2. Also,although the CTA was not under the financial auspices of the RTA atthe time Danaher was decided, the CTA and Pace today possess agreat deal of operating autonomy. Therefore, there is no reason totreat them differently.

The RTA's attempt to portray Pace merely as one of itsoperating divisions is not convincing. As the above discussionreveals, Pace operates autonomously and has a separate governingboard and legal existence. The better analogy is the relationshipbetween parent and subsidiary corporations, which are distinctlegal entities. In re Rehabilitation of Centaur Insurance Co., 158Ill. 2d 166, 172, 174 (1994); Flynn v. Allis Chalmers Corp., 262Ill. App. 3d 136, 140 (1994). An action by a parent corporationthat injures its subsidiary is actionable as a breach of fiduciaryduty. Centaur Insurance Co., 158 Ill. 2d at 174. Although the Actdesignates Pace as the suburban bus division of the RTA, there isnothing in the Act suggesting that Pace has the ability to sue andbe sued by everyone except for the RTA.

F. Tort Immunity Act

Because we have rejected the legal theories upon which thetrial court relied to dismiss the complaint, we must address theremaining issues the RTA raised in its motion to dismiss. TheRTA's reliance on the Tort Immunity Act is misplaced. It is wellsettled that the Tort Immunity Act applies only to tort actionsseeking damages and not to actions seeking injunctive relief. People ex rel. Birkett v. City of Chicago, 325 Ill. App. 3d 196,204 (2001). Although the complaint seeks "damages," the monetaryaward Pace seeks is not for tort damages but in effect backsubsidies. See Romano v. Village of Glenview, 277 Ill. App. 3d406, 410 (1995) (Tort Immunity Act did not apply to action seekinginjunctive relief even though defendant would be required to expendmoney to provide the requested relief). Because Pace does not relyon any tort theories of recovery, the Tort Immunity Act does notapply.

G. Statute of Limitations and Laches

As the previous section reveals, the RTA's reliance on thestatute of limitations in the Tort Immunity Act is misplaced. TheRTA's laches argument merits further discussion, however. Thelaches doctrine bars relief where the defendant has been misled orprejudiced because of the plaintiff's delay in asserting a right. City of Marengo v. Pollack, 335 Ill. App. 3d 981, 988 (2002). Forlaches to apply, the plaintiff must have knowledge of its right butfail to assert it timely. Sundance Homes, Inc. v. County of DuPage, 195 Ill. 2d 257, 270 (2001). Although a mere delay inasserting a right does not trigger laches, if the defendant hasrelied to his detriment on the circumstances complained of and thedelay has been unreasonable, then it would be unjust to grantrelief to the plaintiff. City of Marengo, 335 Ill. App. 3d at 988. Equitable relief may be refused even though the applicable statuteof limitations has not expired. Sundance Homes, 195 Ill. 2d at270.

Pace filed its complaint on January 11, 2002, shortly after the 2002 fiscal year started and shortly after the RTA made thechallenged budget decisions. Because Pace sued promptly, lachesdoes not apply to the 2002 budget decisions.

Laches does apply, however, to Pace's request for a monetaryaward representing subsidies that Pace alleges it should havereceived in the years 1996 through 2001. When Pace filed itscomplaint, these budget years had concluded, and, presumably, thefunds at issue were no longer available. It would be highlyprejudicial to require the RTA to pay these "back subsidies" longafter these funds have become a part of the RTA's budget history. Therefore, we conclude that Pace may not recover "back subsidies"for the years 1996 through 2001.

H. Sufficiency of the Complaint

The RTA argues that the complaint's allegations are notsufficient to state a claim that the RTA acted arbitrarily andcapriciously. We disagree. In count I, Pace has alleged increasesin its recovery ratios that are significantly greater than theincreases assigned to the other service boards and that run counterto expectations based on Pace's operating history. In count II,Pace alleged that the RTA rejected Pace's proposed use of federalgrant funds even though federal law expressly authorized such ause. Essentially, Pace has alleged that the RTA has acted outsidethe discretion the Act grants it. These are factual questions thatmust be resolved on remand. If, on remand, Pace makes out a primafacie case, then the RTA will have the opportunity to justify itsdecisions.

I. Failure to Join CTA and METRA

Finally, we feel compelled to address an additional issue eventhough the parties have not raised it. It is clear that count Ishould not go forward unless Pace can join the CTA and Metra, whichare necessary parties. Although we are reluctant to raise thisissue sua sponte, it is necessary to do so as a matter of judicialeconomy because it is error for the trial court to proceed to ajudgment without the involvement of all the parties necessary tothe litigation. Bank of Homewood v. Chapman, 257 Ill. App. 3d 337,347 (1993). A necessary party is one whose presence in the suit isrequired for any one of three reasons: (1) to protect an interestthat the absent party has in the subject matter of the controversythat would be materially affected by a judgment entered in hisabsence; (2) to reach a decision that will protect the interests ofthose who are before the court; or (3) to enable the court todecide the controversy completely. In re Marriage of Devick, 315Ill. App. 3d 908, 913-14 (2000).

In count I, Pace alleges that, in violation of section 4.11(a)of the Act, the RTA "disproportionately and prejudicially"increased Pace's recovery ratio. Pace asks the court to lower itsrecovery ratio and, in effect, increase its operating subsidies. The RTA and the service boards operate in part on limitedsubsidies, and the Act requires that the service boards' aggregateoperating revenue equal at least 50% of their aggregate cost ofproviding public transportation each fiscal year. 70 ILCS3615/4.01(b) (West 2000). Thus, if it were required to lowerPace's recovery ratio, then by law, to compensate, the RTA wouldhave to raise the other service boards' ratios. Accordingly, theCTA and Metra have a direct interest in the outcome of the claimasserted in count I.

During the oral argument, Pace responded that, because the CTAand Metra are so much larger than Pace, any adjustment to Pace'srecovery ratio would have a negligible effect on the budgets of theCTA and Metra. For example, the 2002 projected fare box revenuesfor the CTA, Metra, and Pace were $473 million, $246 million, and$54 million, respectively. Although these differences aresignificant, we cannot say that they are so great that the CTA andMetra have no interest in the outcome of the controversy.

Accordingly, although we have concluded that count I may havesubstantive merit, that claim should not go forward unless Pace joins the CTA and Metra as necessary parties. See 735 ILCS 5/2--407 (West 2000) (no action shall be dismissed for failure to joinnecessary parties without first affording a reasonable opportunityto add them as parties).

IV. CONCLUSION

We reverse the judgment of the circuit court of McHenry Countyand remand the cause with the directions that (1) the trial courtshould not allow count I to go forward unless Pace can join the CTAand Metra, which are necessary parties to this action; and (2) Paceis not entitled to recover any "back subsidies" for the years 1996through 2001.

Reversed and remanded with directions.

O'MALLEY and GILLERAN JOHNSON, JJ., concur.