Duration and Dissolution of Corporation

  1. Law
  2. Georgia Code
  3. Banking and Finance
  4. Financial Institutions
  5. Business Development Corporations
  6. Duration and Dissolution of Corporation

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

  1. The period of duration of a corporation organized under this article shall be 35 years, subject, however, to the right of its shareholders and the members to dissolve the corporation prior to the expiration of said period as provided in subsection (b) of this Code section, and further subject to any longer period of duration as may be specified in the articles of incorporation as originally filed and approved or as thereafter amended pursuant to Code Section 7-1-750.
  2. The corporation may, upon the votes of the shareholders and the members of the corporation, voting separately by classes, dissolve said corporation; and such dissolution shall require approval by the affirmative vote of two-thirds of the votes to which the shareholders shall be entitled. Upon any dissolution of the corporation, none of the corporation's assets shall be distributed to the shareholders until all sums due the members of the corporation as creditors thereof have been paid in full.

(Ga. L. 1972, p. 798, §§ 16, 17; Code 1933, § 41A-3417, enacted by Ga. L. 1974, p. 705, § 1; Ga. L. 1987, p. 1059, § 2.)

RESEARCH REFERENCES

Am. Jur. 2d.

- 19 Am. Jur. 2d, Corporations, § 59 et seq.

C.J.S.

- 19 C.J.S., Corporations, § 904 et seq.

ALR.

- Propriety of applying minority discount to value of shares purchased by corporation or its shareholders from minority shareholders, 13 A.L.R.5th 840.


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