Revocation of Voluntary Dissolution Proceedings by Electric Membership Corporation

  1. Law
  2. Georgia Code
  3. Public Utilities and Public Transportation
  4. Electrical Service
  5. Electric Membership Corporations and Foreign Electric Cooperatives
  6. Dissolution of Electric Membership Corporations
  7. Revocation of Voluntary Dissolution Proceedings by Electric Membership Corporation

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An electric membership corporation may, at any time prior to the issuance of a certificate of dissolution by the Secretary of State as provided in subsection (d) of Code Section 46-3-428, revoke voluntary dissolution proceedings theretofore taken, in the following manner:

  1. The board of directors shall adopt a resolution recommending that the voluntary dissolution proceedings be revoked and directing that the question of such revocation be submitted to a vote at a special meeting of members;
  2. Written notice, stating that the purpose or one of the purposes of such meeting is to consider the advisability of revoking the voluntary dissolution proceedings, shall be given to each member within the time and in the manner provided in Code Section 46-3-263 for the giving of notice of special meetings of members;
  3. At such meeting, a vote of the members shall be taken on a resolution to revoke voluntary dissolution proceedings, which resolution shall require for its adoption the affirmative vote of a majority of all the members;
  4. Upon the adoption of such resolution, a statement of revocation of voluntary dissolution proceedings shall be executed by the electric membership corporation as provided in this article, which statement shall set forth:
    1. The name of the electric membership corporation;
    2. The names and respective addresses of its officers;
    3. The names and respective addresses of its directors;
    4. A copy of the resolution adopted by the members revoking the voluntary dissolution proceedings; and
    5. The member vote required to adopt the resolution to revoke voluntary dissolution proceedings, the number of members entitled to vote, and the vote for the resolution;
  5. If the board has been authorized, in the original resolution to dissolve the electric membership corporation adopted by the members, to abandon dissolution proceedings and to file a statement of revocation of voluntary dissolution proceedings without further member action, then this statement shall be executed by the electric membership corporation as provided in Code Section 46-3-173 upon the adoption by the board of a resolution recommending that the voluntary dissolution proceedings be revoked. In such case, the statement shall set forth a copy of the resolution adopted by the board and shall briefly state why action by the members was not required; but the statement need not be responsive to subparagraphs (D) and (E) of paragraph (4) of this Code section.

(Code 1933, § 34C-1205, enacted by Ga. L. 1981, p. 1587, § 1; Ga. L. 1984, p. 22, § 46; Ga. L. 1985, p. 149, § 46.)

RESEARCH REFERENCES

C.J.S.

- 19 C.J.S., Corporations, § 839.


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