O.C.G.A.

O.C.G.A. § 14-2-802 (2019)

Qualifications of directors

✓ O.C.G.A. — 2019 edition (Public.Resource.Org Release 73)
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.
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Directors shall be natural persons who are 18 years of age or older but need not be residents of this state nor shareholders of the corporation unless the articles of incorporation so require. The articles of incorporation or bylaws may prescribe additional qualifications for directors.

History

(Code 1981, § 14-2-802, enacted by Ga. L. 1988, p. 1070, § 1.)

Annotations

COMMENT Source: Former § 14-2-140(c). The Model Act provisions eliminated all mandatory qualifications for directors. The Code preserves the former Georgia approach of § 14-2-140(c), which only provided for natural persons of legal age. This resolves questions of legal capacity. Cross-References Articles of incorporation, see § 14-2-202 and Article 10, Part 1. Bylaws, see § 14-2-206 and Article 10, Part 2. Close corporations, see Article 9. RESEARCH REFERENCES Am. Jur. 2d. - 18B Am. Jur. 2d, Corporations, § 1151 et seq.

ALR. - Character or ability as a qualification of membership of board of trust-

CORPORATIONS & PARTNERSHIPS

ees or directors of a private corporation, 30 ALR 248. Eligibility as corporate director of one who was not stockholder in fact, or not stockholder of record, at time of election, but who afterwards became such, 130 ALR 156. Validity, construction, and effect of stat-

ute or corporate regulation requiring deposit of stock of corporation as condition of qualification of director, 148 ALR 1164. Validity of transfer or contract incident to transfer of corporate stock to qualify transferee as director or officer, 167 ALR 387.