Management of Business and Affairs of Electric Membership Corporation by Board of Directors; Knowledge of Limitations on Directors' Authority Required; Qualifications; Compensation and Reimbursement for Expenses

  1. Law
  2. Georgia Code
  3. Public Utilities and Public Transportation
  4. Electrical Service
  5. Electric Membership Corporations and Foreign Electric Cooperatives
  6. Directors and Officers
  7. Management of Business and Affairs of Electric Membership Corporation by Board of Directors; Knowledge of Limitations on Directors' Authority Required; Qualifications; Compensation and Reimbursement for Expenses

Checkout our iOS App for a better way to browser and research.

  1. Subject to the provisions of the articles of incorporation or the bylaws, the business and affairs of an electric membership corporation shall be managed by a board of directors.
  2. No limitation upon the authority which the directors would have in the absence of such limitation, whether contained in the articles of incorporation, bylaws, or otherwise, shall be effective against persons, other than members and directors, who are without actual knowledge of such limitation.
  3. Directors shall be natural persons of the age of 18 years or over. The articles of incorporation or bylaws may prescribe additional qualifications for directors.
  4. The compensation, if any, of directors for their services as such shall be on a per diem basis and, unless otherwise provided in the bylaws, shall be fixed by the board of directors. Directors also shall be entitled to reimbursement of expenses actually and necessarily incurred by them in the performance of their duties.

(Ga. L. 1937, p. 644, § 11; Ga. L. 1950, p. 233, § 1; Ga. L. 1975, p. 783, § 1; Code 1933, § 34C-601, enacted by Ga. L. 1981, p. 1587, § 1.)

RESEARCH REFERENCES

Am. Jur. 2d.

- 19 Am. Jur. 2d, Corporations, §§ 1341-1346, 1349-1364, 1381, 1395-1407, 1409-1412, 1414-1420, 1422-1425, 1427-1430, 1432-1440, 1443, 1444, 1475.

C.J.S.

- 19 C.J.S., Corporations, §§ 460-467. 29 C.J.S., Electricity, § 10.

JUDICIAL DECISIONS

Mandamus unavailable for nominee seeking to serve on electric membership corporation.

- Trial court erred by granting a nominee's writ of mandamus because under O.C.G.A. § 9-6-23, mandamus did not lie to enforce purely private contract rights and the nominee's efforts to be qualified as a person to sit on the board of an electric membership corporation was a private right as board members were not public officers within the meaning of O.C.G.A. § 9-6-20. Rigby v. Boatright, 294 Ga. 253, 751 S.E.2d 851 (2013).


Download our app to see the most-to-date content.