O.C.G.A.
Code text and O.C.G.A. statutory annotations on this page reflect the 2019 Official Code of Georgia Annotated (Public.Resource.Org Release 73, 2019-08-21; public domain per Georgia v. Public.Resource.Org, 2020). The Syfert case-law annotations in Notes of Decisions, below, are current.
(a) For purposes of this chapter, the following identified as a shareholder in a corporation’s current record of shareholders constitute one shareholder:
(1) Three or fewer co-owners;
(2) A corporation, partnership, trust, estate, or other entity;
(3) The trustees, guardians, custodians, or other fiduciaries of a single trust, estate, or account.
(b) For purposes of this chapter, shareholdings registered in substantially similar names constitute one shareholder if it is reasonable to believe that the names represent the same person.
History
(Code 1981, § 14-2-142, enacted by Ga. L. 1988, p. 1070, § 1; Ga. L. 1994, p. 97, § 14.)
Annotations
COMMENT Source: Model Act, § 1.42. There was no counterpart in former law. Determination of the number of shareholders is critical for determining eligibility to elect statutory close corporation status under Article 9. Cross-References Close corporations, see article 9. Dissenter’s rights, see § 14-2-1302. ‘‘Entity’’ defined, see § 14-2-140. Record of shareholders, see §§ 14-2-720 & 14-2-1601. ‘‘Shareholder’’ defined, see § 14-2-140. Voting trusts, see § 14-2-730. RESEARCH REFERENCES Am. Jur. 2d. - 18A Am. Jur. 2d, Corporations, §§ 273, 862 et seq.
C.J.S. - 18 C.J.S., Corporations, § 372 et seq.
PART 5 EXECUTION OF DOCUMENTS
Notes of Decisions
In Re the Greater Atlanta Apt. Hunter's Guide, Inc., 40 B.R. 29 (Bankr. N.D. Ga. 1984).
· cites it 2× “In an action by a shareholder when it is established: (A)That the directors are deadlocked in the management of the corporate affairs and the shareholders are unable to break the deadlock, that irreparable injury to the corporation is being suffered or is threatened by reason…”
West v. West, 825 F. Supp. 1033 (N.D. Ga. 1992).
· cites it 2× “by a shareholder when it is established: *1064 (A) That the directors are deadlocked in the management of the corporate affairs and the shareholders are unable to break the deadlock, that an irreparable injury to the corporation is being suffered or is threatened by reason…”
Gregory v. J. T. Gregory & Son, Inc., 338 S.E.2d 7 (Ga. Ct. App. 1985).
· cites it 4× “) when it is established: (A) That the directors are deadlocked in the management of the corporate affairs and the shareholders are unable to break the deadlock, that irreparable injury to the corporation is being suffered or is threatened by reason thereof, and that it is…”
Annotations are extracted automatically from the opinions in the
Syfert caselaw corpus and ranked by authority, recency, and
treatment. Dots show Syfertize treatment of the citing case itself.