---
title: O.C.G.A. § 14-9-405. Voting rights; additional rights, powers, and duties.
collection: code
id: 14-9-405
cite_as: O.C.G.A. § 14-9-405 (2025)
canonical_url: https://georgiacommons.org/code/14-9-405
md_url: https://georgiacommons.org/code/14-9-405.md
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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=1011
date: 2025
status: active
corpus_version: 2025-supplement-89aa39ab3c68
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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 / REVISED UNIFORM LIMITED PARTNERSHIP ACT / GENERAL PARTNERS
---

# O.C.G.A. § 14-9-405. Voting rights; additional rights, powers, and duties.

(a) The partnership agreement may grant:

(1) The right to vote to all or certain identified general partners or specified classes or groups of the general partners on a per capita or any other basis, separately or with all or any class or group of the limited partners or the general partners, on all matters or on one or more specified matters; and

(2) Dissenters’ rights to all or certain identified general partners.

(b) A partnership agreement that grants a right to vote may set forth provisions relating to notice of the time, place, or purpose of any meeting at which any matter is to be voted on by any general partners, waiver of any such notice, action by consent without a meeting, the establishment of a record date, quorum requirements, voting in person or by proxy, or any other matter with respect to the exercise of any such right to vote. Subject to such provisions in the partnership agreement, the matters referred to in this subsection may be decided by the general partners.

(c) In addition to the relative rights, powers, and duties authorized by subsections (a) and (b) of this Code section and by Code Section 14-9-504, a partnership agreement may provide for classes or groups of general partners having such relative rights, powers, and duties as the partnership agreement may provide.

## History

Code 1981, § 14-9-405, enacted by Ga. L. 1988, p. 1016, § 1; Ga. L. 1989, p. 931, § 10.

## Law Reviews

For note on 1989 amendment to this Code section, see 6 Ga. St. U. L. Rev. 184 (1989).