HB1010: HB1010 Commerce and trade; annual reports of the value of securities sold or offered to be sold; provide

This bill makes several unrelated changes to Georgia's commerce, corporate, and tax laws. It requires anyone selling securities to Georgia residents to file annual reports on the value of those sales with the state securities regulator (the commissioner) and pay a $250 fee, expanding on existing federal securities filing rules (O.C.G.A. § 10-5-21). It also creates a new chapter of Georgia corporate law making a 'controlling private fund' (typically a private equity fund) and anyone with a governing stake in it jointly and severally liable for the debts and civil penalties of any Georgia company (a 'target firm') the fund controls, including subsidiaries. On taxes, the bill changes a corporate income tax deduction for dividends from foreign sources, adds a new state tax on capital gains from selling property inside federally designated opportunity zones, and expands the state sales tax to cover computer software sold electronically, removing an existing sales tax exemption tied to that category. Most changes take effect when the Governor signs the bill, but the corporate liability and dividend deduction changes apply only to tax years and contracts starting January 1, 2027 or later.

• Requires the state securities commissioner to collect annual reports on the value of all securities sold or offered for sale to people in Georgia, with a $250 filing fee (O.C.G.A. § 10-5-21).
• Creates a new law making private equity funds and their controlling stakeholders jointly and severally liable for the debts, penalties, and settlement obligations of Georgia companies they control.
• Changes the corporate income tax deduction for dividends received from foreign sources under O.C.G.A. § 48-7-21.
• Creates a new state income tax on capital gains from selling or exchanging property located in a qualified opportunity zone.
• Adds computer software to the list of 'other digital goods' subject to Georgia's sales and use tax, and repeals a related sales tax exemption.

Companies and individuals who sell securities in Georgia, private equity and investment funds that acquire controlling stakes in Georgia businesses (and their investors), corporations claiming a foreign dividend deduction, property owners selling real estate in opportunity zones, and businesses or consumers buying computer software.

Securities sellers would face new annual reporting costs, private equity funds would take on legal responsibility for the companies they control, and Georgians buying computer software would likely pay sales tax on it, while investors selling opportunity zone property would owe new state capital gains tax.

• Section 1 amends O.C.G.A. § 10-5-21 to require annual notice filings on the value of securities sold in Georgia, with a $250 fee and a $100 renewal fee.
• Section 2 adds a new Chapter 6 to Title 14 defining 'controlling private fund,' 'control person,' and 'target firm,' and making controlling funds jointly and severally liable for a target firm's debts and civil penalties.
• Section 3 revises the corporate dividend deduction in O.C.G.A. § 48-7-21(b)(8), affecting how foreign-source dividend income is treated for state tax purposes.
• Section 4 adds new Code Section 48-7-43 imposing state income tax on capital gains from selling property in a federally defined qualified opportunity zone.
• Section 5 amends O.C.G.A. § 48-8-2 to add computer software to the definition of taxable 'other digital goods.'
• Section 6 repeals paragraph (91) of O.C.G.A. § 48-8-3, removing a related sales tax exemption.
• Section 7 sets the effective date as the date of the Governor's approval, but applies Sections 2 and 3 only to tax years and contracts beginning on or after January 1, 2027.

1. 2026-01-28House Second Readers (House)
2. 2026-01-27House First Readers (House)
3. 2026-01-16House Hopper (House)

• Marvin Lim (D, HD-098)Primary sponsor

• securities regulation
• private equity liability
• opportunity zone taxes
• sales tax on software
• corporate income tax