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2018 Georgia Code 14-2-123 | Car Wreck Lawyer

Link to State of Georgia Official Statute 2018 Georgia Code Annotated (sourced from legal.resource.org)
O.C.G.A. 14-2-123 Case Law from Google Scholar Amendments to OCGA 14-2-123

TITLE 14 CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

Section 2. Business Corporations, 14-2-101 through 14-2-1703.

ARTICLE 1 GENERAL PROVISIONS

14-2-123. Effective time and date of document.

  1. Except as provided in subsection (b) of this Code section and subsection (c) of Code Section 14-2-124, a document accepted for filing is effective:
    1. At the time of filing on the date it is filed, as evidenced by the Secretary of State's date and time endorsement on the original document; or
    2. At the time specified in the document as its effective time on the date it is filed.
  2. A document may specify a delayed effective time and date, and if it does so the document shall become effective at the time and date specified. If a delayed effective date but no time is specified, the document shall become effective at the close of business on that date. A delayed effective date for a document may not be later than the ninetieth day after the date on which it is filed.
  3. If a document is determined by the Secretary of State to be incomplete and inappropriate for filing, the Secretary of State may return the document to the person or corporation filing it, together with a brief written explanation of the reason for the refusal to file, in accordance with subsection (c) of Code Section 14-2-125 and, if the applicant returns the document with corrections in accordance with the rules and regulations of the Secretary of State, the filing date of the document will be the filing date that would have been applied had the original document not been deficient.

(Code 1981, §14-2-123, enacted by Ga. L. 1988, p. 1070, § 1.)

COMMENT

Source: Model Act, § 1.23. With minor exceptions described below, this follows the pattern of former law, § 14-2-5.

Subsection (a) provides that documents accepted for filing become effective at the time and date of filing, or at another specified time on that date, unless a delayed effective date is selected under section14-2-123(b). This section gives express statutory authority to the practice of the Secretary of State of ignoring processing time and treating a document as effective as of the date it is submitted for filing even though it may not be reviewed and accepted for filing until several days later. Former § 14-2-5(a)(3) sanctioned this practice by providing that the date when the document was received and stamped "filed" by the Secretary of State was the filing date.

Subsection (c) has no counterpart in either the Model Act or former law. It was added to reflect and authorize the previous practice of the Secretary of State, which permitted the existing filing date to be used even if the filed document is deficient, if, after receipt of notice of the deficiency, the document is corrected and returned to the Secretary of State in timely fashion.

Cross-References Effective date: amendment or restatement of articles of incorporation, see § 14-2-1009. Merger or share exchange, see § 14-2-1105. Voluntary dissolution, see § 14-2-1403. Filing duty of Secretary of State, see § 14-2-125. Filing fees, see § 14-2-122. Filing requirements, see § 14-2-120. Reliance of third persons on uncorrected documents, see § 14-2-124.

Cases Citing Georgia Code 14-2-123 From Courtlistener.com

Total Results: 2

Hacienda Corp. v. White

Court: Supreme Court of Georgia | Date Filed: 1991-02-07

Citation: 400 S.E.2d 323, 260 Ga. 879

Snippet: protect the corporation and its assets. OCGA § 14-2-123. As a shareholder, Charles White would be entitled

Thomas v. Dickson

Court: Supreme Court of Georgia | Date Filed: 1983-03-17

Citation: 301 S.E.2d 49, 250 Ga. 772, 1983 Ga. LEXIS 669

Snippet: only bring a derivative suit. OCGA §§ 14-2-153, 14-2-123 (Code Ann. §§ 22-714, 22-614, 22-615); Pickett