---
title: O.C.G.A. § 14-3-1004. Voting on amendments by classes of members.
collection: code
id: 14-3-1004
cite_as: O.C.G.A. § 14-3-1004 (2025)
canonical_url: https://georgiacommons.org/code/14-3-1004
md_url: https://georgiacommons.org/code/14-3-1004.md
text_url: https://georgiacommons.org/code/14-3-1004/text
source_url: https://www.legis.ga.gov/api/document/docs/default-source/joint-features-document-library/t14-(v12)-pdf.pdf?sfvrsn=82868bd8_0#page=150
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.
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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 / NONPROFIT CORPORATIONS / AMENDMENT OF ARTICLES OF INCORPORATION AND BYLAWS / AMENDMENT OF ARTICLES OF INCORPORATION
---

# O.C.G.A. § 14-3-1004. Voting on amendments by classes of members.

If the articles or bylaws provide for voting by classes of members, then unless the articles or bylaws provide otherwise:

(1) The members of a class are entitled to vote as a class on a proposed amendment to the articles if the amendment would change the rights of that class as to voting in a different manner than such amendment would affect another class or members of another class;

(2) If a class is to be divided into two or more classes as a result of an amendment to the articles, the amendment must be approved by the members of each class that would be created by the amendment; and

(3) If a class vote is required to approve an amendment to the articles, the amendment must be approved by the members of the class by two-thirds of the votes cast by the class or a majority of the voting power of the class, whichever is less.

## History

Code 1981, § 14-3-1004, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2023, p. 419, § 1-1/SB 148, effective July 1, 2023.

## Editor's Notes

Ga. L. 2023, p. 419, § 1-1/SB 148, effective July 1, 2023, reenacted this Code section without change.