---
title: O.C.G.A. § 14-2-841. Functions of officers.
collection: code
id: 14-2-841
cite_as: O.C.G.A. § 14-2-841 (2025)
canonical_url: https://georgiacommons.org/code/14-2-841
md_url: https://georgiacommons.org/code/14-2-841.md
text_url: https://georgiacommons.org/code/14-2-841/text
source_url: https://www.legis.ga.gov/api/document/docs/default-source/joint-features-document-library/t14-(v12)-2017-pdf.pdf?sfvrsn=507372ea_0#page=259
date: 2025
status: active
corpus_version: 2025-supplement-89aa39ab3c68
license: CC0-1.0
publisher: Georgia Commons, an independent project of Georgia Civic Data. Not the State of Georgia. Not legal advice.
up: https://georgiacommons.org/code/14-2.md
previous: https://georgiacommons.org/code/14-2-840.md
next: https://georgiacommons.org/code/14-2-842.md
index: https://georgiacommons.org/code/index.md
version: the only printed version
in_force: true
current_through: Including Acts of the 2025 Regular Session of the General Assembly
heading_path: CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS / BUSINESS CORPORATIONS / DIRECTORS AND OFFICERS / OFFICERS
---

# O.C.G.A. § 14-2-841. Functions of officers.

Each officer has the authority and shall perform the functions set forth in the bylaws or, to the extent consistent with the bylaws, the functions prescribed by the board of directors or by direction of an officer authorized by the board of directors to prescribe the functions of other officers. Unless the articles of incorporation, bylaws, or action of the board of directors of a corporation provide otherwise, the chief executive officer (or the president if no person has been designated as chief executive officer) of a corporation shall have authority to conduct all ordinary business on behalf of such corporation and may execute and deliver on behalf of a corporation any contract, conveyance, or similar document not requiring approval by the board of directors or shareholders as provided in this chapter.

## History

Code 1981, § 14-2-841, enacted by Ga. L. 1988, p. 1070, § 1; Ga. L. 1993, p. 1231, § 9; Ga. L. 2016, p. 225, § 1-8/SB 128.

## Other Notes

The 2016 amendment, effective July 1, 2016, in this Code section, substituted ‘‘functions’’ for ‘‘duties’’ in three places in the first sentence, and substituted ‘‘bylaws, or action’’ for ‘‘bylaws, or a resolution’’ at the beginning of the second sentence.