reglab/housing_qa huggingface dataset:
GA Code § 14-3-1502 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1502. Transacting Business Without Certificate of Authority

  A foreign corporation transacting business in this state without a certificate of authority may not maintain a proceeding in any court in this state until it obtains a certificate of authority.   The successor to a foreign corporation that transacted business in this state without a certificate of authority and the assignee of a cause of action arising out of that business may not maintain a proceeding based on that cause of action in any court in this state unless before the commencement of the proceeding the foreign corporation or its successor obtains a certificate of authority.   Notwithstanding subsections (a) and (b) of this Code section, the failure of a foreign corporation to obtain a certificate of authority does not impair the validity of its corporate acts or prevent it from defending any proceeding in this state.     (Code 1981, §14-3-1502, enacted by Ga. L. 1991, p. 465, § 1.)   Law reviews.   - For article, "Foreign Corporations in Georgia," see 10 Ga. St. B. J. 243 (1973).   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 225 et seq.   C.J.S.   - 19 C.J.S., Corporations, §§ 1004, 1005, 1006.   ALR.    - Right of foreign corporation or its assignee to maintain an action in federal court which it could not have maintained in state court because of noncompliance with conditions of doing business in state, 133 A.L.R. 1171.    Rule that in general inhibits foreign corporation which has failed to comply with conditions of doing or continuing business in state, or domestic corporation which has forfeited its charter, from maintaining action, as applicable to action at law to vindicate corporation's property rights against tort-feasor, 136 A.L.R. 1160.   Effect of execution of foreign corporation's contract which, while executory, was unenforceable because of noncompliance with conditions of doing business in state, 7 A.L.R.2d 256.   Compliance after commencement of action as affecting application of statute denying access to courts or invalidating contracts where corporation fails to comply with regulatory statute, 6 A.L.R.3d 326.   Application of statute denying access to courts or invalidating contracts where corporation fails to comply with regulatory statute as affected by compliance after commencement of action, 23 A.L.R.5th 744.
GA Code § 14-3-1503 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1503. Application for Certificate of Authority

  A foreign corporation may apply for a certificate of authority to transact business in this state by delivering an application to the Secretary of State for filing. The application must set forth:   The name of the foreign corporation or, if its name is unavailable for use in this state, a corporate name that satisfies the requirements of Code Section 14-3-1506;   The name of the state or country under whose law it is incorporated;   Its date of incorporation;   The mailing address of its principal office;   The address of its registered office in this state and the name of its registered agent at that office; and   The names and respective business addresses of its chief executive officer, chief financial officer, and secretary, or individuals holding similar positions.     The foreign corporation shall deliver with the completed application a certificate of existence (or a document of similar import) duly authenticated by the secretary of state or other official having custody of corporate records in the state or country under whose law it is incorporated.     (Code 1981, §14-3-1503, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2002, p. 989, § 10; Ga. L. 2004, p. 631, § 14.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 220 et seq.   C.J.S.   - 19 C.J.S., Corporations, §§ 988, 989, 990.   ALR.    - Applicability to corporations not organized for profit of statutes prescribing conditions under which foreign corporations may do business within state, 37 A.L.R. 1283.
GA Code § 14-3-1504 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1504. When Amended Certificate of Authority Required

  A foreign corporation authorized to transact business in this state must obtain an amended certificate of authority from the Secretary of State if it changes:   Its corporate name;   The period of its duration; or   The state or country of its incorporation.     The requirements of Code Section 14-3-1503 for obtaining an original certificate of authority apply to obtaining an amended certificate under this Code section.     (Code 1981, §14-3-1504, enacted by Ga. L. 1991, p. 465, § 1.)
GA Code § 14-3-1505 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1505. Effect of Certificate of Authority

  A certificate of authority authorizes the foreign corporation to which it is issued to transact business in this state subject, however, to the right of the state to revoke the certificate as provided in this chapter.   A foreign corporation with a valid certificate of authority has the same but no greater rights under this chapter and has the same but no greater privileges under this chapter as, and except as otherwise provided by this chapter is subject to the same duties, restrictions, penalties, and liabilities now or later imposed on, a domestic corporation of like character.   This chapter does not authorize this state to regulate the organization or internal affairs of a foreign corporation authorized to transact business in this state.     (Code 1981, §14-3-1505, enacted by Ga. L. 1991, p. 465, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 220 et seq.   C.J.S.   - 19 C.J.S., Corporations, §§ 988, 991.
GA Code § 14-3-1507 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1507. Registered Office and Registered Agent of Foreign Corporation

 Each foreign corporation authorized to transact business in this state must continuously maintain in this state:    A registered office that may be the same as any of its places of business; and   A registered agent, who may be:   An individual who resides in this state and whose business office is identical with the registered office;   A domestic corporation, domestic business corporation, or domestic limited liability company whose business office is identical with the registered office; or   A foreign corporation, foreign business corporation, or foreign limited liability company authorized to transact business in this state whose business office is identical with the registered office.       (Code 1981, §14-3-1507, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2016, p. 225, § 3-4/SB 128.)    The 2016 amendment,  effective July 1, 2016, substituted "corporation, domestic business corporation, or domestic limited liability company" for "corporation or domestic business corporation" in subparagraph (2)(B) and substituted "corporation, foreign business corporation, or foreign limited liability company" for "corporation or foreign business corporation" in subparagraph (2)(C).   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 476 et seq.   C.J.S.   - 19 C.J.S., Corporations, § 987.   ALR.   - Who is "general" or "managing" agent of foreign corporation under statute authorizing service of process on such agent, 17 A.L.R.3d 625.
GA Code § 14-3-1508 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1508. Change of Registered Office or Registered Agent of Foreign Corporation

  A foreign corporation authorized to transact business in this state may change its registered office or registered agent by delivering to the Secretary of State for filing an amendment to its annual registration that sets forth:   Its name;   The street address of its current registered office;   If the current registered office is to be changed, the street address of its new registered office;   The name of its current registered agent; and   That after the change or changes are made, the street addresses of its registered office and the business office of its registered agent will be identical.     If a registered agent changes the street address of his or her business office, he or she may change the street address of the registered office of any foreign corporation for which he or she is the registered agent by notifying the corporation in writing of the change and signing (either manually or in facsimile) and delivering to the Secretary of State for filing an amendment to the annual registration that complies with the requirements of subsection (a) of this Code section.     (Code 1981, §14-3-1508, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, §§ 66, 68.)   RESEARCH REFERENCES   ALR.   - Who is "general" or "managing" agent of foreign corporation under statute authorizing service of process on such agent, 17 A.L.R.3d 625.
GA Code § 14-3-1509 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-3-1509. Resignation of Registered Agent of Foreign Corporation

  The registered agent of a foreign corporation may resign his or her agency appointment by signing and delivering to the Secretary of State for filing a statement of resignation. The statement may include a statement that the registered office is also discontinued.   On or before the date of filing of the statement of resignation, the registered agent shall deliver or mail a written notice of the agent's intention to resign to the chief executive officer, chief financial officer, or secretary of the corporation, or a person holding a position comparable to any of the foregoing, as named, and at the address shown in the annual registration, or in the articles of incorporation if no annual registration has been filed.   The agency appointment is terminated, and the registered office discontinued if so provided, on the earlier of the filing by the corporation of an amendment to its annual registration designating a new registered agent and registered office if also discontinued or the thirty-first day after the date on which the statement was filed.     (Code 1981, §14-3-1509, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, § 60.)
GA Code § 14-3-1520 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 2 - Certificate of Withdrawal|§ 14-3-1520. Withdrawal of Foreign Corporation From State

  A foreign corporation authorized to transact business in this state may not withdraw from this state until it obtains a certificate of withdrawal from the Secretary of State. A foreign corporation authorized to transact business in this state that merges with and into a domestic corporation pursuant to Code Section 14-3-1106 and is not the surviving corporation in such merger need not obtain a certificate of withdrawal from the Secretary of State.   A foreign corporation authorized to transact business in this state may apply for a certificate of withdrawal by delivering an application to the Secretary of State for filing. The application must set forth:   The name of the foreign corporation and the name of the state or country under whose law it is incorporated;   That it is not transacting business in this state and that it surrenders its authority to transact business in this state;   That it revokes the authority of its registered agent to accept service on its behalf and appoints the Secretary of State as its agent for service of process in any proceeding based on a cause of action arising during the time it was authorized to transact business in this state;   A mailing address to which a copy of any process served on the Secretary of State under paragraph (3) of this subsection may be mailed under subsection (c) of this Code section; and   A commitment to notify the Secretary of State in the future of any change in its mailing address.     After the withdrawal of the corporation is effective, service of process on the Secretary of State under this Code section is service on the foreign corporation.Any party that serves process upon the Secretary of State in accordance with this subsection shall also mail a copy of the process to the chief executive officer, chief financial officer, or the secretary of the foreign corporation, or a person holding a comparable position, at the mailing address set forth under subsection (b) of this Code section.     (Code 1981, §14-3-1520, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, § 61.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 266 et seq.   ALR.    - Withdrawal of foreign corporation from state as tolling statute of limitations as to action against corporation, 133 A.L.R. 774.
GA Code § 14-3-1530 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 3 - Revocation of Certificate of Authority|§ 14-3-1530. Grounds for Revocation

 The Secretary of State may commence a proceeding under Code Section 14-3-1531 to revoke the certificate of authority of a foreign corporation authorized to transact business in this state if:    The foreign corporation does not deliver its annual registration to the Secretary of State within 60 days after it is due;   The foreign corporation does not pay within 60 days after they are due any fees, taxes, or penalties imposed by this chapter or other law;   The foreign corporation is without a registered agent or registered office in this state for 60 days or more;   The foreign corporation does not inform the Secretary of State under Code Section 14-3-1508 or 14-3-1509 that its registered agent or registered office has changed, that its registered agent has resigned, or that its registered office has been discontinued within 60 days of the change, resignation, or discontinuance;   An incorporator, director, officer, or agent of the foreign corporation signed a document he or she knew was false in any material respect with intent that the document be delivered to the Secretary of State for filing; or   The Secretary of State receives a duly authenticated certificate from the secretary of state or other official having custody of corporate records in the state or country under whose law the foreign corporation is incorporated stating that it has been dissolved or disappeared as the result of a merger.     (Code 1981, §14-3-1530, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, § 66.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 176.   C.J.S.   - 19 C.J.S., Corporations, §§ 1004, 1005.
GA Code § 14-3-1531 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 3 - Revocation of Certificate of Authority|§ 14-3-1531. Procedure for and Effect of Revocation

  If the Secretary of State determines that one or more grounds exist under Code Section 14-3-1530 for revocation of a certificate of authority, he or she shall provide the foreign corporation with written notice of his or her determination by mailing a copy of the notice, by first-class mail, to the foreign corporation at the last known address of its principal office or to the registered agent.   If the foreign corporation does not correct each ground for revocation or demonstrate to the reasonable satisfaction of the Secretary of State that each ground determined by the Secretary of State does not exist within 60 days after notice is provided to the corporation, the Secretary of State may revoke the foreign corporation's certificate of authority by signing a certificate of revocation that recites the ground or grounds for revocation and its effective date.   The authority of a foreign corporation to transact business in this state ceases on the date shown on the certificate revoking its certificate of authority.   The Secretary of State's revocation of a foreign corporation's certificate of authority appoints the Secretary of State as the foreign corporation's agent for service of process in any proceeding based on a cause of action which arose during the time the foreign corporation was authorized to transact business in this state. Service of process on the Secretary of State under this subsection is service on the foreign corporation.Any party that serves process upon the Secretary of State shall also mail a copy of the process to the chief executive officer, chief financial officer, or the secretary of the foreign corporation, or a person holding a comparable position, at its principal office shown in its most recent annual registration or in any subsequent communication received by the Secretary of State from the corporation stating the current mailing address of its principal office, or, if none is on file, in its application for a certificate of authority.   Revocation of a foreign corporation's certificate of authority does not terminate the authority of the registered agent of the corporation.     (Code 1981, §14-3-1531, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, §§ 66, 68.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, §§ 176, 396 et seq.
GA Code § 14-3-1532 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 3 - Revocation of Certificate of Authority|§ 14-3-1532. Appeal From Revocation

  A foreign corporation may appeal the Secretary of State's revocation of its certificate of authority to the Superior Court of Fulton County within 30 days after service of the certificate of revocation is perfected under Code Section 14-3-1510. The foreign corporation appeals by petitioning the court to set aside the revocation and attaching to the petition copies of its certificate of authority and the Secretary of State's certificate of revocation.   The court may summarily order the Secretary of State to reinstate the certificate of authority or may take any other action the court considers appropriate.   The court's final decision may be appealed as in other civil proceedings.     (Code 1981, §14-3-1532, enacted by Ga. L. 1991, p. 465, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, §§ 176, 396 et seq.   C.J.S.   - 19 C.J.S., Corporations, §§ 1004, 1005.
GA Code § 14-3-1540 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 15 - Foreign Corporations|Part 4 - Domestication Under Prior Law|§ 14-3-1540. Applicability of Chapter to Foreign Corporations Domesticated Under Prior Law

  A foreign corporation which prior to April 1, 1969, has domesticated in this state under the procedure available prior to that date and which is a domesticated foreign corporation on that date shall have perpetual duration as a domesticated foreign corporation of this state unless its existence is terminated in its jurisdiction of incorporation or its domesticated status is dissolved in accordance with the provisions of this chapter relating to involuntary dissolution or until such time as it withdraws from this state in the manner provided in this chapter.Such domesticated foreign corporations and the members thereof shall have all the rights, privileges, and immunities and be subject to all the duties, liabilities, and disabilities applicable to similar corporations organized under the laws of this state and applicable to the members thereof, except as may be provided with respect to such domesticated foreign corporations by any of the laws of this state existing on April 1, 1969, or coming into existence thereafter.   Whenever the term "foreign corporation authorized to transact business in this state" is used in this chapter, it shall be deemed to include domesticated foreign corporations, except where the context or this chapter otherwise requires.     (Code 1981, §14-3-1540, enacted by Ga. L. 1991, p. 465, § 1.)   RESEARCH REFERENCES   ALR.    - Applicability to corporations not organized for profit of statutes prescribing conditions under which foreign corporations may do business within state, 37 A.L.R. 1283.
GA Code § 14-3-1601 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 16 - Records and Reports|Part 1 - Records|§ 14-3-1601. Required Corporate Records

  A corporation shall keep as permanent records minutes of all meetings of its members and board of directors, executed consents evidencing all actions taken by the members or board of directors without a meeting, a record of all actions taken by a committee of the board of directors in place of the board of directors on behalf of the corporation, and waivers of notice of all meetings of the board of directors and its committees.   A corporation shall maintain appropriate accounting records.   A corporation or its agent shall maintain a record of its members in a form that permits preparation of a list of the name and address of all members, in alphabetical order by class, showing the number of votes each member is entitled to cast.   A corporation shall maintain its records in written form or in another form capable of conversion into written form within a reasonable time.     (Code 1981, §14-3-1601, enacted by Ga. L. 1991, p. 465, § 1.)
GA Code § 14-3-1603 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 16 - Records and Reports|Part 1 - Records|§ 14-3-1603. Scope of Inspection Right

  A member's agent or attorney has the same inspection and copying rights as the member the agent or attorney represents.   The right to copy records under Code Section 14-3-1602 includes, if reasonable, the right to receive copies made by photographic, xerographic, or other means.   The corporation may impose a reasonable charge, covering the costs of labor and material, for copies of any documents provided to the member. The charge may not exceed the estimated cost of production or reproduction of the records.   A corporation shall convert into written form without charge any record not in written form, upon written request of a person entitled to inspect it.   The corporation may comply with a member's demand to inspect the record of members under paragraph (3) of subsection (c) of Code Section 14-3-1602 by providing the member with a list of its members that was compiled no earlier than the date of the member's demand.     (Code 1981, §14-3-1603, enacted by Ga. L. 1991, p. 465, § 1.)