Additional Business Combination Approval

  1. Law
  2. Georgia Code
  3. Corporations, Partnerships, and Associations
  4. Business Corporations
  5. Merger and Share Exchange
  6. Fair Price Requirements
  7. Additional Business Combination Approval

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In addition to any vote otherwise required by law or the articles of incorporation of the corporation, a business combination shall be:

  1. Unanimously approved by the continuing directors, provided that the continuing directors constitute at least three members of the board of directors at the time of such approval; or
  2. Recommended by at least two-thirds of the continuing directors and approved by a majority of the votes entitled to be cast by holders of voting shares, other than voting shares beneficially owned by the interested shareholder who is, or whose affiliate is, a party to the business combination.

(Code 1981, §14-2-1111, enacted by Ga. L. 1988, p. 1070, § 1.)


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