Official Code of Georgia Annotated

Title 14. CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS · Chapter 3. NONPROFIT CORPORATIONS · Article 7. MEETINGS OF MEMBERS · Part 1. GENERAL PROVISIONS

14-3-704. Notice of meeting.

Active

Current through: Including Acts of the 2025 Regular Session of the General Assembly.

(a)
A corporation shall give notice consistent with its bylaws of meetings of members in a fair and reasonable manner.#
(b)
Any notice that conforms to the requirements of subsection (c) of this Code section is fair and reasonable, but other means of giving notice may also be fair and reasonable when all the circumstances are considered; provided, however, that notice of matters referred to in paragraph (2) of subsection (c) of this Code section must be given as provided in subsection (c) of this Code section.#
(c)
Notice is fair and reasonable if:#
1. (1)
  The corporation notifies its members of the place, date, and time of each annual, regular, and special meeting of members no fewer than ten days (or if notice is mailed by other than first-class or registered mail or statutory overnight delivery, 30 days) nor more than 60 days before the meeting date;#
2. (2)
  Notice of an annual or regular meeting includes a description of any matter or matters that must be approved by the members under Code Section 14-3-855, 14-3-856, 14-3-863, 14-3-1003, 14-3-1021, 14-3-1103, 14-3-1202, or 14-3-1402; and#
3. (3)
  Notice of a special meeting includes a description of the matter or matters for which the meeting is called.#
(d)
Unless the bylaws require otherwise, if an annual, regular, or special meeting of members is adjourned to a different date, time, or place, notice need not be given of the new date, time, or place, if the new date, time, or place is announced at the meeting before adjournment. If a new record date for the adjourned meeting is or must be fixed under Code Section 14-3-706, however, notice of the adjourned meeting must be given under this Code section to the members of record as of the new record date.#
(e)
When giving notice of an annual, regular, or special meeting of members, a corporation shall give notice of a matter a member intends to raise at the meeting if:#
1. (1)
  Requested in writing or by electronic transmission to do so by a person entitled to call a special meeting; and#
2. (2)
  The request is received by the secretary or chief executive officer at least ten days before the corporation gives notice of the meeting.#

The notes below are printed with the section but are not enacted law (O.C.G.A. § 1-1-1(c)). They are shown apart from the text.

History

Code 1981, § 14-3-705, enacted by Ga. L. 1991, p. 465, § 1; Ga. L. 2000, p. 1589, § 4; Ga. L. 2004, p. 508, § 33; Code 1981, § 14-3-704, as redesignated by Ga. L. 2023, p. 419, § 1-1/SB 148, effective July 1, 2023.

Amendments

The 2023 amendment, effective July 1, 2023, redesignated former Code Section 14-3-705 as present Code Section 14-3-704, inserted “14-3-856” in paragraph (c)(2), substituted “Code Section 14-3-706” for “Code Section 14-3-707” in subsection (d), and, in paragraph (e)(2), substituted “secretary or chief executive officer at least” for “secretary or president of the corporation at least”.

Editor's notes

Ga. L. 2023, p. 419, § 1-1/SB 148, effective July 1, 2023, repealed former Code Section 14-3-704, pertaining to approval of action without meeting, and redesignated former Code Section 14-3-705 as present Code Section 14-3-704. The former Code section was based on Ga. L. 1991, p. 465, § 1; Ga. L. 2004, p. 508, § 32.

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Current through: Including Acts of the 2025 Regular Session of the General Assembly.

Text read from t14-(v12)-pdf.pdf, Volume V12, 2017 edition, 2025 supplement, pages 86 to 87; merge action: replaced; file SHA-256 b004123363dc.

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