Georgia Code — 14
Browse 853 sections in division 14 of the Georgia code. Each section page includes the full statutory text, official source links, and citation guidance.
Sections (showing up to 300)
- § 14-2-101. Short title.
- § 14-2-102. Reservation of power to amend or repeal.
- § 14-2-103. Independent legal significance of chapter provisions.
- § 14-2-104. Effect of order for bankruptcy relief upon powers and duties of corporation.
- § 14-2-120. Filing requirements.
- § 14-2-121. Forms.
- § 14-2-121. 1. Valid period for annual registration.
- § 14-2-122. Filing fees and penalties.
- § 14-2-123. Effective time and date of document.
- § 14-2-124. Correcting filed document.
- § 14-2-125. Filing duty of Secretary of State.
- § 14-2-126. Appeal from Secretary of State's refusal to file document.
- § 14-2-127. Evidence of filing.
- § 14-2-128. Certificate of existence.
- § 14-2-129. Penalty for signing false document.
- § 14-2-130. Powers.
- § 14-2-140. Definitions.
- § 14-2-141. Notice.
- § 14-2-142. Number of shareholders.
- § 14-2-150. Signatures.
- § 14-2-151. Secretary or assistant secretary of corporation to authenticate records of corporation; reliance on affixed seal by third party.
- § 14-2-201. Incorporators.
- § 14-2-201. 1. Publication of notice of intent to file articles of incorporation.
- § 14-2-202. Articles of incorporation.
- § 14-2-203. Incorporation.
- § 14-2-204. Liability for preincorporation transactions.
- § 14-2-205. Organization of corporation.
- § 14-2-206. Bylaws.
- § 14-2-207. Emergency bylaws.
- § 14-2-301. Purposes.
- § 14-2-302. General powers.
- § 14-2-303. Emergency powers.
- § 14-2-304. Ultra vires.
- § 14-2-305. Submission of certain matters to shareholder vote.
- § 14-2-401. Corporate name.
- § 14-2-402. Reserved name.
- § 14-2-403. Registered name.
- § 14-2-501. Registered office and registered agent.
- § 14-2-502. Change of registered office or registered agent.
- § 14-2-503. Resignation of registered agent.
- § 14-2-504. Service on corporation.
- § 14-2-510. Venue.
- § 14-2-601. Authorized shares.
- § 14-2-602. Terms of class or series determined by board of directors.
- § 14-2-603. Issued and outstanding shares.
- § 14-2-604. Fractional shares.
- § 14-2-620. Subscription for shares before incorporation.
- § 14-2-621. Issuance of shares.
- § 14-2-622. Liability of shareholders.
- § 14-2-623. Share dividends.
- § 14-2-624. Share options.
- § 14-2-625. Form and content of certificates.
- § 14-2-626. Shares without certificates.
- § 14-2-627. Restriction on transfer of shares and other securities.
- § 14-2-628. Expense of issue.
- § 14-2-630. Shareholders' preemptive rights.
- § 14-2-631. Corporation's acquisition of its own shares.
- § 14-2-640. Distributions to shareholders.
- § 14-2-641. Effect of failure to present securities for redemption, surrender, cancellation, or payment.
- § 14-2-701. (See Editor's notes.) Annual meeting.
- § 14-2-702. (See Editor's notes.) Special meeting.
- § 14-2-703. Court-ordered meeting.
- § 14-2-704. Action without meeting.
- § 14-2-705. (See Editor's notes.) Notice of meeting.
- § 14-2-706. Waiver of notice.
- § 14-2-707. Record date.
- § 14-2-720. (See Editor's notes.) Shareholders' list for meeting.
- § 14-2-721. Voting entitlement of shares.
- § 14-2-722. Proxies.
- § 14-2-723. Shares held by nominees.
- § 14-2-724. Corporation's acceptance of votes.
- § 14-2-725. Quorum and voting requirements for voting groups.
- § 14-2-726. Action by single and multiple voting groups.
- § 14-2-727. Greater or lesser quorum or voting requirements.
- § 14-2-728. Voting for directors; cumulative voting.
- § 14-2-729. Adjournment of meeting by majority of voting shares.
- § 14-2-729. 1. Inspectors.
- § 14-2-730. Voting trusts.
- § 14-2-731. Shareholder agreements.
- § 14-2-732. Shareholder agreements.
- § 14-2-740. Definitions.
- § 14-2-741. Standing.
- § 14-2-742. Demand.
- § 14-2-743. Stay of proceedings.
- § 14-2-744. Dismissal.
- § 14-2-745. Discontinuance or settlement.
- § 14-2-746. Payment of expenses.
- § 14-2-747. Applicability to foreign corporations.
- § 14-2-801. Requirement for and functions of board of directors.
- § 14-2-802. Qualifications of directors.
- § 14-2-803. Number and election of directors.
- § 14-2-804. Election of directors by certain classes of shareholders.
- § 14-2-805. Terms of directors generally.
- § 14-2-806. Staggered terms for directors.
- § 14-2-807. Resignation of directors.
- § 14-2-808. Removal of directors by shareholders.
- § 14-2-809. Reserved.
- § 14-2-811. Compensation of directors.
- § 14-2-820. Meetings.
- § 14-2-821. Action without meeting.
- § 14-2-822. Notice of meeting.
- § 14-2-823. Waiver of notice.
- § 14-2-824. Quorum and voting.
- § 14-2-825. Committees.
- § 14-2-830. General standards for directors; presumption of good faith and ordinary care.
- § 14-2-831. Derivative actions against directors and officers.
- § 14-2-832. Liability for unlawful distributions.
- § 14-2-840. Officers.
- § 14-2-841. Functions of officers.
- § 14-2-842. Standards of conduct for officers; presumption of good faith and ordinary care.
- § 14-2-843. Resignation and removal of officers.
- § 14-2-844. Contract rights of officers.
- § 14-2-850. Definitions.
- § 14-2-851. Authority to indemnify.
- § 14-2-852. Mandatory indemnification.
- § 14-2-853. Advance for expenses.
- § 14-2-854. Court ordered indemnification and advances for expenses.
- § 14-2-855. Determination and authorization of indemnification.
- § 14-2-856. Shareholder approved indemnification.
- § 14-2-857. Indemnification of officers, employees, and agents.
- § 14-2-858. Insurance.
- § 14-2-859. Application of part.
- § 14-2-860. Definitions.
- § 14-2-861. Judicial action.
- § 14-2-862. Directors' action.
- § 14-2-863. Shareholders' action.
- § 14-2-864. Definitions; officer's conflicting interest transactions.
- § 14-2-870. Procedures for disclaimer of business opportunities.
- § 14-2-901. Application of Business Corporation Code and Professional Corporation Act.
- § 14-2-902. Definition and election of statutory close corporation status.
- § 14-2-910. Notice of statutory close corporation status on issued shares.
- § 14-2-911. Share transfer prohibition.
- § 14-2-912. Share transfer after first refusal by corporation.
- § 14-2-913. Attempted share transfer in breach of prohibition.
- § 14-2-914. Compulsory purchase of shares after death of shareholder.
- § 14-2-915. Exercise of compulsory purchase right.
- § 14-2-916. Court action to compel purchase.
- § 14-2-917. Court costs and other expenses.
- § 14-2-920. Shareholder agreements.
- § 14-2-921. Special terms and powers of directors.
- § 14-2-922. Elimination of board of directors.
- § 14-2-923. Bylaws.
- § 14-2-924. Annual meeting.
- § 14-2-925. Execution of documents in more than one capacity.
- § 14-2-926. Limited liability.
- § 14-2-930. Merger, share exchange, and sale of assets.
- § 14-2-931. Termination of statutory close corporation status.
- § 14-2-932. Effect of termination of statutory close corporation status.
- § 14-2-933. Shareholder option to dissolve corporation.
- § 14-2-940. Court action to protect shareholders.
- § 14-2-941. Ordinary relief.
- § 14-2-942. Extraordinary relief; share purchase.
- § 14-2-943. Extraordinary relief; dissolution.
- § 14-2-950. Application to existing corporations.
- § 14-2-1001. Authority to amend.
- § 14-2-1002. Amendment by board of directors.
- § 14-2-1003. Amendment by board of directors and shareholders.
- § 14-2-1004. Voting on amendments by voting groups.
- § 14-2-1005. Amendment before issuance of shares.
- § 14-2-1006. Articles of amendment.
- § 14-2-1006. 1. Publication of notice of change of name.
- § 14-2-1007. Restated articles of incorporation.
- § 14-2-1008. Amendment pursuant to reorganization.
- § 14-2-1009. Effect of amendment.
- § 14-2-1020. Amendment by board of directors or shareholders.
- § 14-2-1021. Bylaw increasing quorum or voting requirement for shareholders.
- § 14-2-1022. Bylaw increasing quorum or voting requirement for directors.
- § 14-2-1101. Merger.
- § 14-2-1102. Share exchange.
- § 14-2-1103. Action on plan.
- § 14-2-1104. Merger with subsidiary.
- § 14-2-1105. Articles or certificate of merger or share exchange.
- § 14-2-1105. 1. Publication of notice of merger or share exchange.
- § 14-2-1106. Effect of merger or share exchange.
- § 14-2-1107. Merger or share exchange with foreign corporation.
- § 14-2-1108. Merger or share exchange with corporations chartered by Secretary of State under other provisions.
- § 14-2-1109. Merger with other entities.
- § 14-2-1109. 1. Conversion to limited liability company or limited partnership.
- § 14-2-1109. 2. Election to become corporation.
- § 14-2-1109. 3. Conversion to foreign limited liability company, foreign limited partnership, or foreign corporation; requirements.
- § 14-2-1110. Definitions.
- § 14-2-1111. Additional business combination approval.
- § 14-2-1112. "Interested shareholder" defined; exception to vote requirement of Code Section 14-2-1111.
- § 14-2-1113. Requirements inapplicable unless specifically in corporate bylaw; repeal of bylaw; applicability of Code Section 14-2-1111.
- § 14-2-1131. Definitions.
- § 14-2-1132. Business combinations with interested stockholders.
- § 14-2-1133. Inapplicability of requirements of this article unless specifically provided by corporate bylaw; repeal of bylaw; adoption of other provisions.
- § 14-2-1201. Sale and mortgage of assets not requiring shareholder approval.
- § 14-2-1202. Sale of assets requiring shareholder approval.
- § 14-2-1301. Definitions.
- § 14-2-1302. Right to dissent.
- § 14-2-1303. Dissent by nominees and beneficial owners.
- § 14-2-1320. Notice of dissenters' rights.
- § 14-2-1321. Notice of intent to demand payment.
- § 14-2-1322. Dissenters' notice.
- § 14-2-1323. Duty to demand payment.
- § 14-2-1324. Share restrictions.
- § 14-2-1325. Offer of payment.
- § 14-2-1326. Failure to take action.
- § 14-2-1327. Procedure if shareholder dissatisfied with payment or offer.
- § 14-2-1330. Court action.
- § 14-2-1331. Court costs and counsel fees.
- § 14-2-1332. Limitation of actions.
- § 14-2-1401. Dissolution by incorporators or initial directors.
- § 14-2-1402. Dissolution by board of directors and shareholders.
- § 14-2-1403. Notice of intent to dissolve.
- § 14-2-1403. 1. Publication of notice of intent to dissolve.
- § 14-2-1404. Revocation of dissolution proceedings.
- § 14-2-1405. Effect of notice of intent to dissolve.
- § 14-2-1406. Known claims against corporation in dissolution.
- § 14-2-1407. Unknown claims against corporation in dissolution.
- § 14-2-1408. Articles of dissolution.
- § 14-2-1409. Revival of corporation after dissolution by expiration of period of duration.
- § 14-2-1410. Preservation of remedies of dissolved corporations.
- § 14-2-1420. Grounds for administrative dissolution.
- § 14-2-1421. Procedure for and effect of administrative dissolution.
- § 14-2-1422. Reinstatement following administrative dissolution.
- § 14-2-1423. Appeal from denial of reinstatement.
- § 14-2-1430. Grounds for judicial dissolution.
- § 14-2-1431. Procedure for judicial dissolution.
- § 14-2-1432. Receivership or custodianship.
- § 14-2-1433. Decree of dissolution.
- § 14-2-1440. Deposit of assets with Office of the State Treasurer.
- § 14-2-1501. Authority to transact business required.
- § 14-2-1502. Consequences of transacting business without authority.
- § 14-2-1503. Application for certificate of authority.
- § 14-2-1504. Amended certificate of authority; conversion of foreign corporation into foreign limited liability company or foreign limited partnership.
- § 14-2-1505. Effect of certificate of authority.
- § 14-2-1506. Corporate name of foreign corporation.
- § 14-2-1507. Registered office and registered agent of foreign corporation.
- § 14-2-1508. Change of registered office or registered agent of foreign corporation.
- § 14-2-1509. Resignation of registered agent of foreign corporation.
- § 14-2-1510. Service on foreign corporation.
- § 14-2-1520. Withdrawal of foreign corporation.
- § 14-2-1530. Grounds for revocation.
- § 14-2-1531. Procedure for and effect of revocation.
- § 14-2-1532. Appeal from revocation.
- § 14-2-1540. Application of chapter to foreign corporations domesticated under prior law.
- § 14-2-1601. Corporate records.
- § 14-2-1602. Inspection of records by shareholders.
- § 14-2-1603. Scope of inspection right.
- § 14-2-1604. Court-ordered inspection.
- § 14-2-1620. Financial statements for shareholders.
- § 14-2-1621. Other reports to shareholders.
- § 14-2-1622. Annual registration for Secretary of State.
- § 14-2-1701. Application of chapter.
- § 14-2-1702. Application to qualified foreign corporations.
- § 14-2-1703. Saving provisions.
- § 14-2-1801. Application.
- § 14-2-1802. Definitions.
- § 14-2-1803. Corporate name.
- § 14-2-1804. Requirements for stock certificates.
- § 14-2-1805. Shareholder approval for corporate action.
- § 14-2-1806. Role of board of directors.
- § 14-2-1807. Notice; performance reporting; optional additional requirements.
- § 14-3-101. Short title.
- § 14-3-102. Reservation of power of General Assembly.
- § 14-3-120. Filing of documents.
- § 14-3-120. 1. Valid period for annual registration.
- § 14-3-121. Forms.
- § 14-3-122. Filing fees.
- § 14-3-123. Effective time and date of document.
- § 14-3-124. Correcting filed document.
- § 14-3-125. Duty of Secretary of State to file documents; effect of filing or refusing to do so.
- § 14-3-126. Appeal from Secretary of State's refusal to file document.
- § 14-3-127. Evidence of filing.
- § 14-3-128. Certificate of existence or authorization.
- § 14-3-129. Penalty for signing false document.
- § 14-3-130. Powers of Secretary of State.
- § 14-3-140. Definitions.
- § 14-3-141. Notice.
- § 14-3-160. Authority of court to order meetings; notice; validity of meeting or vote.
- § 14-3-170. Powers of Attorney General over unlawful assignment of corporate assets; dissolution of corporation; investigative and subpoena powers.
- § 14-3-180. Construction of chapter when religious doctrine inconsistent.
- § 14-3-201. Who may incorporate.
- § 14-3-202. Articles of incorporation.
- § 14-3-202. 1. Publication of notice of intent to file articles of incorporation.
- § 14-3-203. Effect of filing articles of incorporation.
- § 14-3-204. Liability for preincorporation transactions.
- § 14-3-205. Organizational meeting.
- § 14-3-206. Bylaws.
- § 14-3-207. Emergency bylaws.
- § 14-3-301. Purposes of corporation.
- § 14-3-302. Duration and powers of corporation.
- § 14-3-303. Emergency powers.
- § 14-3-304. Ultra vires.
- § 14-3-305. Nonprofit defined; rights; director's role; reporting.
- § 14-3-401. Corporate name.
- § 14-3-402. Reservation of corporate name.
- § 14-3-403. Registered name of foreign corporation.
- § 14-3-501. Registered office and registered agent.
- § 14-3-502. Change of registered office or registered agent.
- § 14-3-503. Resignation of registered agent.
- § 14-3-504. Service of process on corporation.
- § 14-3-510. Venue - Applicable laws; where corporation deemed to reside; corporations with principal office under prior law.
- § 14-3-601. Authority to establish criteria or procedures for membership.
- § 14-3-602. Consideration for membership in corporation.
- § 14-3-603. Membership not required.
- § 14-3-610. Voting rights.
- § 14-3-611. Limitation on members' liability.