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Call Now: 904-383-7448Each officer has the authority and shall perform the duties set forth in the articles or bylaws or, to the extent consistent with the articles or bylaws, the duties and authority prescribed by the board or by direction of an officer authorized by the board to prescribe the duties and authority of other officers. Unless the articles, bylaws, or a resolution of the board of directors of the corporation provides otherwise, the chief executive officer or the president if no person has been designated as chief executive officer of the corporation shall have authority to conduct all ordinary business on behalf of the corporation and may execute and deliver on behalf of the corporation any contract, conveyance, or similar document not requiring approval by the board of directors or members as provided in this chapter.
(Code 1981, §14-3-841, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, § 42.)
This section is based both on the Model Act and on its Business Code counterpart. Like section 14-3-840, it permits designation of duties and authority in the articles, as well as in the bylaws or by the directors. For clarification and consistency, the words "and authority" were added to the Business Code formulation.
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