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2018 Georgia Code 14-3-703 | Car Wreck Lawyer

Link to State of Georgia Official Statute 2018 Georgia Code Annotated (sourced from legal.resource.org)
O.C.G.A. 14-3-703 Case Law from Google Scholar Amendments to OCGA 14-3-703

TITLE 14 CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

Section 3. Nonprofit Corporations, 14-3-101 through 14-3-1703.

ARTICLE 7 MEETINGS

14-3-703. Court-ordered meetings.

  1. The superior court may summarily order a meeting to be held:
    1. On application of any member or other person entitled to participate in an annual meeting, or, in the case of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302, the Attorney General, if an annual meeting was not held within the earlier of six months after the end of a fiscal year of the corporation or 15 months after its last annual meeting; or
    2. On application of any member or other person entitled to participate in a regular meeting, or, in the case of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302, the Attorney General, if a regular meeting is not held within 40 days after the date it was required to be held; or
    3. On application of a member who signed a demand for a special meeting valid under Code Section 14-3-702, a person or persons entitled to call a special meeting, or, in the case of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302, the Attorney General, if:
      1. Notice of the special meeting was not given within 30 days after the date the demand was delivered to a corporate officer; or
      2. The special meeting was not held in accordance with the notice.
  2. After notice to the corporation, the court may fix the time and place of the meeting, specify a record date for determining members entitled to notice of and to vote at the meeting, prescribe the form and content of the meeting notice, fix the quorum required for specific matters to be considered at the meeting (or direct that the votes represented at the meeting constitute a quorum for action on those matters) and enter other orders necessary to accomplish the purpose or purposes of the meeting.
  3. If the court orders a meeting, it may also order the corporation to pay the member's or other person's costs (including reasonable counsel fees) incurred to obtain the order.

(Code 1981, §14-3-703, enacted by Ga. L. 1991, p. 465, § 1.)

COMMENT

This section is based both on the Model Act and on its Business Code counterpart. It authorizes members and those authorized to participate in an annual meeting to petition the superior court for an order compelling a meeting. In addition, the Attorney General may initiate the litigation in the case of corporations described in section 14-3-1302(a)(2) (basically charitable corporations). Unlike its Business Code counterpart, this section specifically authorizes the court to order the corporation to pay the costs of bringing the action, including attorneys' fees.

JUDICIAL DECISIONS

Trial court's order that a church call for an annual meeting of its membership in accordance with the provisions of O.C.G.A. § 14-3-701 constituted an unconstitutional judicial interference in the government of the church. First Born Church of Living God, Inc. v. Hill, 267 Ga. 633, 481 S.E.2d 221 (1997).

Cited in Nguyen v. Tran, 287 Ga. App. 888, 652 S.E.2d 881 (2007).

Cases Citing O.C.G.A. § 14-3-703

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First Born Church of Living God, Inc. v. Hill, 481 S.E.2d 221 (Ga. 1997).

Cited 15 times | Published | Supreme Court of Georgia | Feb 24, 1997 | 267 Ga. 633, 97 Fulton County D. Rep. 598

...Mark Hatfield, The Wilson Law Firm, Waycross, for Ronald C. Hill. CARLEY, Justice. The First Born Church of the Living God, Inc. (Church) is a hierarchical religious organization whose membership includes Ronald Hill and the other appellees (Members). Invoking OCGA § 14-3-703(a) of the Georgia Nonprofit Corporation Code (GNCC), Members filed this action to compel an annual meeting of the Church membership. After conducting a hearing, the trial court ordered the Church to call an annual meeting and, pursuant to OCGA § 14-3-703(c), also awarded attorney's fees to Members....
...The trial court's order that the Church call for an annual meeting of its membership in accordance with OCGA § 14-3-701(a) constitutes an unconstitutional judicial interference in the government of the Church and that order must be reversed. 2. OCGA § 14-3-703(c) provides that, if an annual meeting is ordered, the trial court "may also order the corporation to pay the member's or other person's costs (including reasonable counsel fees) incurred to obtain the order." Since, for the reasons discussed in Division 1, the trial court was not authorized to order the Church to hold an annual meeting, it likewise was not authorized to award attorney's fees to Members pursuant to OCGA § 14-3-703(c)....