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GEORGIA STATUTES AND CODES
§ 46-5-144 - Filing report of organization meeting with Secretary of State; duplicate copy of report; issuance and recording of certificate of organization; time limit for organization of corporatio
O.C.G.A. 46-5-144 (2010)
46-5-144. Filing report of organization meeting with Secretary of State; duplicate copy of report; issuance and recording of certificate of organization; time limit for organization of corporation
(a) The commissioners shall make a full report of their proceedings and of the proceedings of the meeting of the stockholders, including a copy of the notice provided for in Code Section 46-5-143; a copy of the list of subscribers, with a statement of their respective residences and the number of shares subscribed for by each; and the names and residences of the directors elected at the stockholders' meeting and their respective terms of office. This report shall be sworn to by at least a majority of the commissioners and shall be filed with the Secretary of State in duplicate. Attached to the report of the commissioners shall be the publishers' affidavits certifying that the aforementioned required publication has been completed. The Secretary of State shall forward a copy of the report to the Public Service Commission for its approval.
(b) Upon the filing of the report and its approval by the Public Service Commission, the Secretary of State shall issue a certificate of the complete organization of the corporation, duly authenticated under his official signature and the seal of the state, and the proceedings shall be recorded in his office in a book for that purpose.
(c) Upon the recording of such proceedings in the manner required by this Code section, the corporation shall be deemed fully organized and shall become and be duly incorporated under the corporate name set forth in the written declaration on file in the office of the Secretary of State and shall be authorized to proceed to business. Unless such corporation shall have so completed its organization within two years after the date of the filing of the written declaration for that purpose in the office of the Secretary of State, the license to the commissioners shall be held and deemed revoked and forfeited.
46-5-144. Filing report of organization meeting with Secretary of State; duplicate copy of report; issuance and recording of certificate of organization; time limit for organization of corporation
(a) The commissioners shall make a full report of their proceedings and of the proceedings of the meeting of the stockholders, including a copy of the notice provided for in Code Section 46-5-143; a copy of the list of subscribers, with a statement of their respective residences and the number of shares subscribed for by each; and the names and residences of the directors elected at the stockholders' meeting and their respective terms of office. This report shall be sworn to by at least a majority of the commissioners and shall be filed with the Secretary of State in duplicate. Attached to the report of the commissioners shall be the publishers' affidavits certifying that the aforementioned required publication has been completed. The Secretary of State shall forward a copy of the report to the Public Service Commission for its approval.
(b) Upon the filing of the report and its approval by the Public Service Commission, the Secretary of State shall issue a certificate of the complete organization of the corporation, duly authenticated under his official signature and the seal of the state, and the proceedings shall be recorded in his office in a book for that purpose.
(c) Upon the recording of such proceedings in the manner required by this Code section, the corporation shall be deemed fully organized and shall become and be duly incorporated under the corporate name set forth in the written declaration on file in the office of the Secretary of State and shall be authorized to proceed to business. Unless such corporation shall have so completed its organization within two years after the date of the filing of the written declaration for that purpose in the office of the Secretary of State, the license to the commissioners shall be held and deemed revoked and forfeited.
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