---
title: O.C.G.A. § 7-1-749. Powers of shareholders and members; voting.
collection: code
id: 7-1-749
cite_as: O.C.G.A. § 7-1-749 (2025)
canonical_url: https://georgiacommons.org/code/7-1-749
md_url: https://georgiacommons.org/code/7-1-749.md
text_url: https://georgiacommons.org/code/7-1-749/text
source_url: https://www.legis.ga.gov/api/document/docs/default-source/joint-features-document-library/t7-t8-(v5)-2024-pdf.pdf?sfvrsn=6386add7_0#page=474
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: BANKING AND FINANCE / FINANCIAL INSTITUTIONS / BUSINESS DEVELOPMENT CORPORATIONS
---

# O.C.G.A. § 7-1-749. Powers of shareholders and members; voting.

(a) The shareholders and the members of the corporation shall have the following powers of the corporation:

(1) To determine the number of and elect directors as provided in Code Section 7-1-751;

(2) To amend its articles as provided in Code Section 7-1-750;

(3) To dissolve the corporation as provided in Code Section 7-1-756; and

(4) To exercise such other of the powers of the corporation, consistent with this article, as may be conferred on the shareholders and the members by the bylaws.

(b) As to all matters requiring action by the shareholders and the members of the corporation, said shareholders and said members shall vote separately thereon by classes; and, except as otherwise provided in this article, such matters shall require the affirmative vote of a majority of the votes to which the shareholders present or represented at the meeting shall be entitled and the affirmative vote of a majority of the votes to which the members present or represented at the meeting shall be entitled.

(c) Each shareholder shall have one vote, in person or by proxy, for each share of stock held by him; and each member shall have one vote, in person or by proxy, except that any member having a loan limit of more than $1,000.00 shall have one additional vote, in person or by proxy, for each additional $1,000.00 which such member is authorized to have outstanding on loans to the corporation at any one time, as determined under subsection (c) of Code Section 7-1-747.

(d) A holder of or subscriber to shares of the corporation or a member of the corporation shall be under no obligation to the corporation or its creditors with respect to such shares, subscriptions, or membership except in the circumstances set forth in Code Section 14-2-620, except that this subsection does not affect the obligation of a member to lend funds to the corporation pursuant to valid call.

## History

Ga. L. 1972, p. 798, § 9; Code 1933, § 41A-3410, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1981, p. 965, § 5; Ga. L. 1989, p. 946, § 72.