Title 46 — Title 46
0 chapters · 434 sections in this title.
O.C.G.A. § 46-3-272 Derivative actions by members
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(a) A derivative action may be brought by a member in the right of the electric membership corporation to procure a judgment in its favor against directors, officers, or other representatives of the electric membership corporation or members or third parties, or any combination t…
O.C.G.A. § 46-3-292 Provisional director
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(a) If the directors of an electric membership corporation are deadlocked in the management of the corporate affairs and if injury to the electric membership corporation is being suffered or is threatened by reason thereof, the superior court of the county where the registered of…
O.C.G.A. § 46-3-294 Vacancies on board of directors generally
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Unless the articles of incorporation or bylaws otherwise provide: (1) Except as provided in paragraphs (2) and (3) of this Code section, any vacancy occurring in the board of directors may be filled by the affirmative vote of a majority of the remaining directors, though less tha…
O.C.G.A. § 46-3-295 Removal of directors
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(a) Unless otherwise provided in the bylaws, at any meeting of members with respect to which notice of such purpose has been given, the entire board of directors or any individual director may be removed, with or without cause, by the affirmative vote of a majority of the members…
O.C.G.A. § 46-3-297 Executive committee and other committees
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(a) Unless prohibited by the articles of incorporation or the bylaws, the board of directors, by resolution adopted by a majority of the full board of directors, may designate from among its members an executive committee and one or more other committees, each consisting of two o…
O.C.G.A. § 46-3-299 Action by directors without a meeting
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Unless otherwise provided by the articles of incorporation or bylaws, any action required by this article to be taken at a meeting of the directors of an electric membership corporation or any action which may be taken at a meeting of the directors or of a committee may be taken …
O.C.G.A. § 46-3-3 Definitions
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As used in this part, the term: (1) ‘‘Assigned area’’ means an enclosed geographic area assigned to only one electric supplier by the commission or by this part, and inside which the assignee electric supplier shall have the exclusive right to extend and continue furnishing servi…
O.C.G.A. § 46-3-30 Short title
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This part shall be known and may be cited as the ‘‘High-voltage Safety Act.’’ (Code 1981, § 46-3-30, enacted by Ga. L. 1992, p. 2141, § 1.) Editor’s notes. — Ga. L. 1992, p. 2141, § 1, redesignated former Code Section 46-3-30 as present Code Section 46-3-32.
O.C.G.A. § 46-3-300 Dissent by a director
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A director of an electric membership corporation who is present at a meeting of the electric membership corporation’s board of directors at which action on any corporate matter is taken shall be presumed to have assented to the action unless: (1) He votes against such action if a…
O.C.G.A. § 46-3-301 Election or appointment of officers generally
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(a) The board of directors shall elect or appoint a president, a secretary, and a treasurer. Other officers may be elected or appointed either by the board or as may be provided in the articles of incorporation or bylaws. Any two or more offices may be held by the same person, ex…
O.C.G.A. § 46-3-302 Removal of officers; filling of vacancies
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(a) Any officer or agent elected or appointed by the board of directors may be removed by the board whenever in its judgment the best interests of the electric membership corporation will be served thereby. (b) An officer or agent elected by the members may be removed only by vot…
O.C.G.A. § 46-3-304 Actions against directors and officers
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(a) An action may be brought by any of the persons named in subsection (b) of this Code section against one or more directors or officers of an electric membership corporation to procure for the benefit of the electric membership corporation a judgment for the following relief: (…
O.C.G.A. § 46-3-305 Interested directors and officers
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46-3-306. Indemnification of officers, directors, employees, and agents; purchase and maintenance of liability insurance; notice to members of payment of indemnification. 46-3-323. 46-3-324. 46-3-325. 46-3-326. Part 8 46-3-340. 46-3-341. Amendment and Restatement of Articles of I…
O.C.G.A. § 46-3-31 Purpose of part
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The purpose of this part is to prevent injury to persons and property and interruptions of utility service resulting from accidental or inadvertent contact with high-voltage electric lines by providing that no work shall be done in the vicinity of such lines unless and until the …
O.C.G.A. § 46-3-32 Definitions
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As used in this part, the term: (1) ‘‘High-voltage lines’’ means an electric line or lines installed above ground level having a voltage in excess of 750 volts between conductors or from any conductor to ground. (2) ‘‘Notice’’ means actual notification given to the center. (3) ‘‘…
O.C.G.A. § 46-3-320 Number of incorporators; age requirement
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One or more persons may act as incorporator or incorporators of an electric membership corporation to be formed under this article. Any natural person acting as incorporator shall be at least 18 years of age. (Ga. L. 1937, p. 644, § 5; Ga. L. 1980, p. 72, § 2; Code 1933, § 34C-70…
O.C.G.A. § 46-3-323 Effect of issuance of certificate of incorporation
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The certificate of incorporation issued by the Secretary of State shall be conclusive evidence that the electric membership corporation has been incorporated under this article, except as against this state in a proceeding to cancel or revoke the certificate of incorporation or f…
O.C.G.A. § 46-3-324 Organization meeting of directors
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After the corporate existence has begun, an organization meeting of the board of directors named in the articles of incorporation shall be held, either within or outside of this state, at the call of any incorporator, for the purpose of adopting bylaws, electing officers, and tra…
O.C.G.A. § 46-3-341 Return of revenues upon death of member
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(a) Unless the bylaws otherwise provide, upon the death of a member or former member who is a natural person, the board of directors shall have authority, but shall not be required, to pay revenues allocated but not previously paid to that member or former member. (b) If the memb…
O.C.G.A. § 46-3-361 Procedure to amend articles of incorporation generally
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(a) Before the electric membership corporation has any members, amendments to the articles of incorporation may be made: (1) Before the organization meeting of the directors, by the incorporator or, if there is more than one incorporator, then by two-thirds of the incorporators; …
O.C.G.A. § 46-3-365 Restated articles of incorporation
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(a) An electric membership corporation may at any time restate its articles of incorporation as theretofore amended. (b) If the restated articles restate the text of the original articles as theretofore amended, without making any further amendment or change, the restated article…
O.C.G.A. § 46-3-380 Procedure for merger generally
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(a) Any two or more electric membership corporations may merge into one of such electric membership corporations pursuant to a plan of merger approved in the manner provided in this part. (b) The board of directors of each electric membership corporation participating in the merg…
O.C.G.A. § 46-3-381 Procedure for consolidation generally
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(a) Any two or more electric membership corporations may consolidate into a new electric membership corporation pursuant to a plan of consolidation approved in the manner provided in this part. (b) The board of directors of each electric membership corporation participating in th…
O.C.G.A. § 46-3-382 Approval of merger or consolidation plan by members
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(a) The board of directors of each electric membership corporation, upon approving such plan of merger or plan of consolidation, shall by resolution direct that the plan be submitted to a vote at a meeting of members, which may be either an annual or special meeting. (b) Written …
O.C.G.A. § 46-3-384 Effect of merger or consolidation
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(a) If the Secretary of State issues a certificate of merger or certificate of consolidation, the merger or consolidation shall become effective as of the time of delivery to the Secretary of State of the articles of merger or articles of consolidation so certified, as provided i…
O.C.G.A. § 46-3-40 Short title
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Purpose of part. Definitions. Required conditions for commencing work within ten feet of high-voltage line. Utilities protection center; funding of activities; notice of work; delay; responsibility for completing safety requirements. Allocation of expense of precautionary measure…
O.C.G.A. § 46-3-422 Effect of filing of statement of intent to dissolve
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Upon the filing by the Secretary of State of a statement of intent to dissolve, the electric membership corporation shall cease to carry on its business, except insofar as may be necessary or appropriate for the winding up thereof; but its corporate existence shall continue until…
O.C.G.A. § 46-3-423 Procedure after filing statement of intent to dissolve
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(a) The electric membership corporation shall immediately cause notice of its intent to dissolve to be published in a newspaper which is the official organ of the county where the registered office of the electric membership corporation is located or which is a newspaper of gener…
O.C.G.A. § 46-3-425 Procedure for merger generally
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Procedure for consolidation generally. Approval of merger or consolidation plan by members. Contents of articles of merger or articles of consolidation; obtaining of certificate from Secretary of State upon use of new name; procedures involving filing, issuance, rejection, and pu…
O.C.G.A. § 46-3-430 Venue and service of process in action for involuntary dissolution
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Every action for the involuntary dissolution of an electric membership corporation shall be commenced in the name of the state by the Attorney General in the superior court of the county in which the last known registered office or principal office of the electric membership corp…
O.C.G.A. § 46-3-433 Qualification of receivers; giving of bond
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(a) A receiver shall in all cases be a citizen of the United States or a corporation authorized to act as receiver, which corporation may be a domestic corporation, either business or nonprofit, or a foreign corporation, either business or nonprofit, authorized to transact busine…
O.C.G.A. § 46-3-435 Discontinuance of liquidation proceedings
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The liquidation of the assets and business of an electric membership corporation may be discontinued at any time during the liquidation proceedings when it is established that cause for liquidation no longer exists. In such event, the court shall dismiss the proceedings and direc…
O.C.G.A. § 46-3-439 Survival of remedy after dissolution
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The dissolution of an electric membership corporation in any manner, except by a decree of court when the court has supervised the liquidation of the assets and business of the electric membership corporation as provided in this article, shall not take away or impair any remedy a…
O.C.G.A. § 46-3-452 Name of foreign electric cooperative
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(a) No certificate of authority shall be issued to a foreign electric cooperative unless the corporate name shall be written in Roman or cursive letters or Arabic or Roman numbers and: (1) Shall contain the word ‘‘cooperative,’’ ‘‘corporation,’’ ‘‘company,’’ ‘‘incorporated,’’ or …
O.C.G.A. § 46-3-453 Change of name by foreign electric cooperative
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Whenever a foreign electric cooperative which is authorized to transact business in this state changes its name, such foreign electric cooperative shall, within 30 days after such change becomes effective, file an application for an amended certificate of authority in accordance …
O.C.G.A. § 46-3-456 Effect of certificate of authority
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Upon the issuance of a certificate of authority by the Secretary of State, the foreign electric cooperative shall be authorized to transact business in this state for those purposes set forth in its application. Such authority shall continue so long as the foreign electric cooper…
O.C.G.A. § 46-3-462 Amending of certificate of authority
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(a) A foreign electric cooperative authorized to transact business in this state shall make application to the Secretary of State for an amended certificate of authority within 30 days after it: (1) Changes its corporate name; or (2) Enlarges, limits, or otherwise changes the pur…
O.C.G.A. § 46-3-465 Effect of termination of existence of foreign electric cooperative
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(a) When a foreign electric cooperative authorized to transact business in this state is dissolved or its authority or existence is otherwise terminated or canceled in its jurisdiction of incorporation, or when such foreign electric cooperative is merged into or consolidated with…
O.C.G.A. § 46-3-468 Application for reinstatement of certificate of authority
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(a) A foreign electric cooperative whose certificate of authority has been revoked by the Secretary of State under the conditions prescribed by Code Section 46-3-466 shall be reinstated by the Secretary of State by the issuance of a certificate of reinstatement. The certificate o…
O.C.G.A. § 46-3-469 Transacting business without certificate of authority
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(a) A foreign electric cooperative that is required under this article to obtain a certificate of authority but fails to do so shall be liable to this state for the years or parts thereof during which it transacted business in this state without a certificate of authority, in an …
O.C.G.A. § 46-3-481 Filing of annual reports; correction of reports
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The annual report of an electric membership corporation or foreign electric cooperative shall be delivered to the Secretary of State between January 1 and April 1 of each year, except that the initial annual report of a foreign electric cooperative shall be filed with its applica…
O.C.G.A. § 46-3-50 Short title
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This part shall be known and may be cited as ‘‘The Georgia Cogeneration and Distributed Generation Act of 2001.’’ (Ga. L. 1979, p. 389, § 1; Ga. L. 2001, p. 1149, § 1.) 46-3-51. Legislative determinations and declarations.
O.C.G.A. § 46-3-500 Authority of Secretary of State to charge and collect fees generally
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The Secretary of State shall charge and collect in accordance with this article: (1) Fees for filing documents and issuing certificates; and (2) Miscellaneous charges. (Code 1933, § 34C-1401, enacted by Ga. L. 1981, p. 1587, § 1.) 46-3-501. Fees for filing documents and issuing c…
O.C.G.A. § 46-3-501 Fees for filing documents and issuing certificates
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The Secretary of State shall charge and collect for: (1) Filing articles of incorporation and issuing a certificate of incorporation ................................................. $ 15.00 (2) Filing articles of amendment and issuing a certificate of amendment .................…
O.C.G.A. § 46-3-503 Fees for advertising
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The fee to be allowed to publishers for publishing any notice required under this article shall be $15.00 for each insertion. (Code 1933, § 34C-1404, enacted by Ga. L. 1981, p. 1587, § 1.) Part 16 Provisions Relating to the Secretary of State 46-3-520. Powers of Secretary of Stat…
O.C.G.A. § 46-3-51 Legislative determinations and declarations
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(a) The legislature finds that it is in the public interest to: (1) Encourage private investment in renewable energy resources; (2) Stimulate the economic growth of Georgia; and (3) Enhance the continued diversification of the energy resources used in Georgia. (b) The General Ass…
O.C.G.A. § 46-3-520 Powers of Secretary of State generally
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The Secretary of State shall have such power and authority as is reasonably necessary to enable him to administer this article efficiently and to perform the duties imposed upon him by this article, including, without limitation, the power and authority to employ from time to tim…
O.C.G.A. § 46-3-521 Propounding of interrogatories by Secretary of State
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The Secretary of State may propound to any electric membership corporation or foreign electric cooperative subject to this article, and to any 310 Page: 311 Job Path: @mfgmic/west/stcodes/ga/repl/qj04040.63 Date: 06/30/04 Time: 20:54:52 0000 42051-21 (QS) GA 04 RV34 -- 3rd RUN 46…
O.C.G.A. § 46-3-522 Disclosure of facts and information obtained from interrogatories
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Interrogatories propounded by the Secretary of State and the answers thereto shall not be open to public inspection, nor shall the Secretary of State disclose any facts or information obtained therefrom except insofar as his official duty may require the same to be made public or…
O.C.G.A. § 46-3-53 Jurisdiction of commission over cogeneration facilities
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(a) Any person may operate a cogeneration facility without being subject to the jurisdiction or regulation of the commission if such person uses all of the electric energy, steam, or other form of useful energy produced at such cogeneration facility. The electric energy shall not…