SB 292: Business Corporations; domestic corporations maintaining a principal place of business in Georgia shall be deemed to reside; provide

Under current Georgia law, a corporation being sued is generally considered to reside, for venue purposes, in the county where it keeps its registered office, which is often just the address of a registered agent rather than where the company actually does business. This bill adds a new subsection to Georgia's corporate venue law (O.C.G.A. § 14-2-510) so that when a domestic corporation has a principal place of business separate from its registered office, lawsuits against it can be filed in the county where that principal place of business is located. The bill also specifies that a corporation's principal place of business cannot be determined solely by where its registered agent's home or office is located, preventing companies from using a registered agent's address to control venue. The change would take effect July 1, 2025, and would apply to causes of action that accrue on or after that date.

• Adds a new subsection (e) to Georgia's corporate venue law (O.C.G.A. § 14-2-510) allowing suits against domestic corporations to be filed where their principal place of business is located.
• Applies only when a corporation's principal place of business is separate and distinct from its registered office address.
• Bars courts from deciding a corporation's principal place of business based solely on the location of its registered agent's residence or office.
• Sets the law to take effect July 1, 2025 and apply only to causes of action that accrue on or after that date.

Domestic corporations organized in Georgia, especially those whose registered office differs from where they actually operate, as well as plaintiffs suing them, registered agents whose addresses are currently used to fix venue, and Georgia courts that decide where a lawsuit against a corporation may be filed.

Plaintiffs suing a Georgia corporation could file suit in the county where the company's real operations are based rather than wherever its registered agent happens to be listed, potentially changing which courthouse handles a case and making it harder for corporations to route litigation to a distant county tied only to a registered agent's address.

• Section 1 amends O.C.G.A. § 14-2-510 by adding subsection (e), creating a new venue rule for domestic corporations with a principal place of business separate from their registered office.
• The new subsection states such a corporation 'shall be deemed to reside and to be subject to venue in the county in Georgia where the defendant maintains such principal place of business.'
• The new subsection also bars basing the principal-place-of-business determination exclusively on the registered agent's residence or business office location.
• Section 2 sets the effective date as July 1, 2025, applying only to causes of action accruing on or after that date.
• Section 3 repeals any conflicting laws.

1. 2025-02-27Senate Read and Referred (Senado)
2. 2025-02-26Senate Hopper (Senado)

• Emanuel Jones (D, SD-010)Patrocinador principal
• Gail Davenport (D, SD-017)

• business corporations
• venue law
• civil lawsuits
• registered agents
• Georgia courts