reglab/housing_qa huggingface dataset:
GA Code § 14-2-1508 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-2-1508. 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 business office, he may change the street address of the registered office of any foreign corporation for which he 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, §14-2-1508, enacted by Ga. L. 1988, p. 1070, § 1.)   OPINIONS OF THE ATTORNEY GENERAL   Editor's notes.   - In light of the similarity of the statutory provisions, an opinion under former Code Section 14-2-318, which was repealed by Ga. L. 1988, p. 1070, § 1, effective July 1, 1989, is included in the annotations for this Code section.   Requirements of RICO Act.    - The Georgia Racketeer Influenced and Corrupt Organizations Act, O.C.G.A. § 16-14-1 et seq., requires foreign alien corporations to comply with registration requirements when they desire to acquire or maintain of record any real property in this state. 1982 Op. Att'y Gen. No. 82-89 (decided under former § 14-2-318).
GA Code § 14-2-1509 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 1 - Certificate of Authority|§ 14-2-1509. Resignation of Registered Agent of Foreign Corporation

  The registered agent of a foreign corporation may resign his 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, §14-2-1509, enacted by Ga. L. 1988, p. 1070, § 1; Ga. L. 1993, p. 1231, § 24.)
GA Code § 14-2-1520 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 2 - Withdrawal|§ 14-2-1520. Withdrawal of Foreign Corporation

  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 14-2-1107 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 him 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, 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, §14-2-1520, enacted by Ga. L. 1988, p. 1070, § 1; Ga. L. 1995, p. 482, § 8.)   Law reviews.   - For article, "2019 Georgia Corporation and Business Organization Case Law Developments,” see 25 Ga. St. B.J. 30 (June 2020).   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 266 et seq., 457 et seq.   ALR.    - Withdrawal of foreign corporation from state as affecting conditions under which it may be readmitted to do business in state and its rights and duties if readmitted, 110 A.L.R. 528.
GA Code § 14-2-1530 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 3 - Revocation of Certificate of Authority|§ 14-2-1530. Grounds for Revocation

 The Secretary of State may commence a proceeding under Code Section 14-2-1531 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 14-2-1508 or 14-2-1509 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 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, §14-2-1530, enacted by Ga. L. 1988, p. 1070, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 176.   ALR.   - Dissolving or winding up affairs of corporation domiciled in another state, 19 A.L.R.3d 1279.
GA Code § 14-2-1532 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 3 - Revocation of Certificate of Authority|§ 14-2-1532. 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 14-2-1510. 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, §14-2-1532, enacted by Ga. L. 1988, p. 1070, § 1.)   RESEARCH REFERENCES   ALR.    - Rescission or annulment of forfeiture of license of foreign corporation to do business in the state as affecting previous contracts or transactions of corporation, 172 A.L.R. 493.
GA Code § 14-2-1540 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 15 - Foreign Corporations|Part 4 - Domestication|§ 14-2-1540. Application 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 shareholders 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 shareholders 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, §14-2-1540, enacted by Ga. L. 1988, p. 1070, § 1.)   COMMENT    Source: Former § 14-2-330. This section has no counterpart in the Model Act.    Subsection (a) is intended to preserve all rights which any foreign corporations and their shareholders may have by virtue of former § 14-2-330, and Ga. Code Ann. 1933, Ch. 22-16, or by virtue of any other laws of this state relating to domesticated foreign corporations. For example, it is intended that the stock of domesticated foreign corporations would continue to be exempt from the intangible property tax as provided in prior Ga. Code Ann. §§ 92-17.2 and 92-162, subject, of course, to future amendments by the legislature. After April 1, 1969, under the former Corporation Code, it was no longer possible for a foreign corporation to become a domesticated foreign corporation. Rather, the alternatives available to a foreign corporation are either to qualify by obtaining a certificate of authority under Section14-2-1503 or to remain unqualified. In general, foreign corporations domesticated under the prior law would be subject to all the provisions of this Code to which qualified foreign corporations are subject. See subsection (b).   RESEARCH REFERENCES   Am. Jur. 2d.   - 36 Am. Jur. 2d, Foreign Corporations, § 342 et seq.   C.J.S.   - 19 C.J.S., Corporations, § 971.   ALR.    - Effect of domestication of foreign corporations, 126 A.L.R. 1503.
GA Code § 14-2-1601 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 16 - Records and Reports|Part 1 - Records|§ 14-2-1601. Corporate Records

  A corporation shall keep as permanent records minutes of all meetings of its shareholders and board of directors, executed consents evidencing all actions taken by the shareholders 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 shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, in alphabetical order by class of shares showing the number and class of shares held by each.   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, §14-2-1601, enacted by Ga. L. 1988, p. 1070, § 1.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 18B Am. Jur. 2d, Corporations, § 1261.   C.J.S.   - 18 C.J.S., Corporations, §§ 150 et seq., 344, 357. 19 C.J.S., Corporations, §§ 547, 551.
GA Code § 14-2-1603 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 16 - Records and Reports|Part 1 - Records|§ 14-2-1603. Scope of Inspection Right

  A shareholder's agent or attorney has the same inspection and copying rights as the shareholder he represents.   The right to copy records under Code Section 14-2-1602 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 shareholder. 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 of shareholders not in written form, upon written request of a person entitled to inspect them.   The corporation may comply with a shareholder's demand to inspect the record of shareholders under paragraph (3) of subsection (b) of Code Section 14-2-1602 by providing him with a list of its shareholders that was compiled no earlier than the date of the shareholder's demand.     (Code 1981, §14-2-1603, enacted by Ga. L. 1988, p. 1070, § 1.)   Law reviews.   - For annual survey on business associations, see 61 Mercer L. Rev. 45 (2009).   RESEARCH REFERENCES   Am. Jur. 2d.   - 18A Am. Jur. 2d, Corporations, §§ 279 et seq.   C.J.S.   - 18 C.J.S., Corporations, § 413 et seq.   ALR.   - Right of stockholder to have corporate books inspected by attorney, accountant, or other agent without stockholder's presence, 48 A.L.R.3d 1072.
GA Code § 14-2-1604 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 16 - Records and Reports|Part 1 - Records|§ 14-2-1604. Court-Ordered Inspection

  If a corporation does not allow a shareholder who complies with subsection (b) of Code Section 14-2-1602 to inspect and copy any records required by that subsection to be available for inspection, the superior court of the county where the corporation's registered office is located may summarily order inspection and copying of the records demanded at the corporation's expense upon application of the shareholder.   If a corporation does not within a reasonable time allow a shareholder to inspect and copy any other record, the shareholder who complies with subsections (c) and (d) of Code Section 14-2-1602 may apply to the superior court in the county where the corporation's registered office is located for an order to permit inspection and copying of the records demanded. The court shall dispose of an application under this subsection on an expedited basis.   If the court orders inspection and copying of the records demanded, it shall also order the corporation to pay the shareholder's costs (including reasonable attorneys' fees) incurred to obtain the order unless the corporation proves that it refused inspection in good faith because it had a reasonable basis for doubt about the right of the shareholder to inspect the records demanded.   If the court orders inspection and copying of the records demanded, it may impose reasonable restrictions on the use or distribution of the records by the demanding shareholder.     (Code 1981, §14-2-1604, enacted by Ga. L. 1988, p. 1070, § 1.)   Law reviews.   - For annual survey on business associations, see 61 Mercer L. Rev. 45 (2009).
GA Code § 14-2-1621 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 16 - Records and Reports|Part 2 - Reports|§ 14-2-1621. Other Reports to Shareholders

 If a corporation indemnifies or advances expenses to a director under Code Section 14-2-851, 14-2-852, 14-2-853, or 14-2-854 in connection with a proceeding by or in the right of the corporation, the corporation shall report the indemnification or advance in writing to the shareholders with or before the notice of the next shareholders' meeting.    (Code 1981, §14-2-1621, enacted by Ga. L. 1988, p. 1070, § 1.)
GA Code § 14-2-1622 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 2 - Business Corporations|Article 16 - Records and Reports|Part 2 - Reports|§ 14-2-1622. Annual Registration for Secretary of State

  Each domestic corporation and each foreign corporation authorized to transact business in this state shall deliver to the Secretary of State for filing an annual registration that sets forth:   The name of the corporation and the state or country under whose law it is incorporated;   The street address and county of its registered office and the name of its registered agent at that office in this state;   The mailing address of its principal office; and   The names and respective addresses of its chief executive officer, chief financial officer, and secretary, or individuals holding similar positions.     Information in the annual registration must be current as of the date the annual registration is executed on behalf of the corporation.   The first annual registration must be delivered to the Secretary of State between January 1 and April 1, or such other date as the Secretary of State may specify by rules or regulations, of the year following the calendar year in which a domestic corporation was incorporated or a foreign corporation was authorized to transact business. Subsequent annual registrations must be delivered to the Secretary of State between January 1 and April 1, or such other date as the Secretary of State may specify by rules or regulations, of the following calendar years.   The initial annual registration of a domestic corporation shall be filed within 90 days after the day its articles of incorporation are delivered to the Secretary of State for filing. However, the initial annual registration of a domestic corporation whose articles of incorporation are delivered to the Secretary of State for filing subsequent to October 1 shall be filed between January 1 and April 1 of the year next succeeding the calendar year in which its certificate of incorporation is issued by the Secretary of State.   If an annual registration does not contain the information required by this Code section, the Secretary of State shall promptly notify the reporting domestic or foreign corporation in writing and return the report to it for correction. If the report is corrected to contain the information required by this Code section and delivered to the Secretary of State within 30 days after the effective date of notice, it is deemed to be timely filed.     (Code 1981, §14-2-1622, enacted by Ga. L. 1988, p. 1070, § 1; Ga. L. 1993, p. 1231, § 25; Ga. L. 1999, p. 405, § 13.)   RESEARCH REFERENCES   Am. Jur. 2d.   - 18A Am. Jur. 2d, Corporations, § 278. 36 Am. Jur. 2d, Foreign Corporations, § 207.   C.J.S.   - 19 C.J.S., Corporations, §§ 682, 989, 990.
GA Code § 14-3-101 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 1 - General Provisions|Part 1 - Short Title; Legislative Power|§ 14-3-101. Short Title

 This chapter shall be known and may be cited as the "Georgia Nonprofit Corporation Code."    (Code 1981, §14-3-101, enacted by Ga. L. 1991, p. 465, § 1.)   Law reviews.   - For annual survey of law of business associations, see 43 Mercer L. Rev. 85 (1991). For symposium article, "Incorporation Choice, Uniformity, and the Reform of Nonprofit State Law," see 41 Ga. L. Rev. 1113 (2007). For symposium article, "Revising the Model Nonprofit Corporation Act: Plus Ca Change, Plus C'est La Meme Chose," see 41 Ga. L. Rev. 1335 (2007). For article, "Georgia Condominium Law: Beyond the Condominium Act," see 13 Ga. St. B. J. 24 (2007). For comment, "Must God Regulate Religious Corporations? A Proposal for Reform of the Religious Corporation Provisions of the Revised Model Nonprofit Corporation Act," see 42 Emory L.J. 721 (1993).   RESEARCH REFERENCES   Am. Jur. 2d.   - 18 Am Jur 2d Corporations § 27 et seq., § 33 et seq. 18B Am. Jur. 2d, Corporations, §§ 1325 et seq., 1337, 1406 et seq. 66 Am. Jur. 2d, Religious Societies, § 7.   C.J.S.   - 19 C.J.S., Corporations, § 518 et seq.   ALR.    - Removal by court of director or officer of private corporation, 124 A.L.R. 364.   Nonprofit purposes and character which warrant creation of nonprofit corporation, 16 A.L.R.2d 1345.   Construction and effect of corporate bylaws or articles relating to change in number of directors, 3 A.L.R.3d 623.   Validity of agreement in conjunction with sale of corporate shares that majority of directors will be replaced by purchaser's designees, 13 A.L.R.3d 361.   Distribution of funds by nonprofit corporation absent dissolution, 51 A.L.R.3d 1318.
GA Code § 14-3-102 (2021)
2021 Georgia Code|Title 14 - Corporations, Partnerships, and Associations|Chapter 3 - Nonprofit Corporations|Article 1 - General Provisions|Part 1 - Short Title; Legislative Power|§ 14-3-102. Reservation of Power of General Assembly

 The General Assembly has power to amend or repeal all or part of this chapter at any time and all domestic and foreign corporations subject to this chapter are governed by the amendment or repeal.    (Code 1981, §14-3-102, enacted by Ga. L. 1991, p. 465, § 1.)