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§ 14-11-1103. Annual Registration

Each limited liability company and each foreign limited liability company authorized to transact business in this state shall deliver to the Secretary of State for filing an annual registration that sets forth: The name of the limited liability company or the foreign limited liability company and the jurisdiction under whose law it is organized; The […]

§ 14-11-1103.1. Valid Period for Annual Registration

Notwithstanding any other law to the contrary, the Secretary of State may provide for the annual registration required under this chapter to be valid for a period up to and including three years. The Secretary of State is authorized to adopt the necessary rules and regulations to implement such a registration process. History. Code 1981, […]

§ 14-11-1104. Taxation

Each limited liability company and foreign limited liability company shall be classified as a partnership for Georgia income tax purposes unless classified otherwise for federal income tax purposes, in which case the limited liability company or foreign limited liability company shall be classified for Georgia income tax purposes in the same manner as it is […]

§ 14-11-1105. Administrative Powers of Secretary of State

The Secretary of State shall have the power and authority reasonably necessary to enable him or her to administer this chapter efficiently and to perform the duties imposed upon him or her pursuant to this chapter, including, without limitation, the power and authority to employ from time to time such additional personnel as in his […]

§ 14-11-1106. Rules and Regulations

The Secretary of State may promulgate such rules and regulations, not inconsistent with the provisions of this chapter, as are incidental to and necessary for the implementation and enforcement of such provisions of this chapter as are administered by the Secretary of State. Such rules and regulations shall be promulgated in accordance with Chapter 13 […]

§ 14-11-1107. Laws Governing Chapter; Limited Liability Companies

The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this chapter. It is the policy of this state with respect to limited liability companies to give maximum effect to the principle of freedom of contract and to the enforceability of operating agreements. Unless displaced […]

§ 14-11-1108. Service of Process; Venue

A limited liability company’s registered agent is the limited liability company’s agent for service of process, notice, or demand required or permitted by law to be served on the limited liability company.  If a limited liability company has no registered agent or the agent cannot with reasonable diligence be served, the limited liability company may […]

§ 14-11-1109. Effective Date; Repealer

This chapter shall become effective on March 1, 1994. The provisions of law that became effective on July 1, 1992, and that were codified at Code Sections 14-11-1 through 14-11-19 are hereby repealed. A foreign limited liability company that prior to March 1, 1994, obtained a certificate of authority to transact business in this state […]

§ 14-11-1010. Procedure if Member Dissatisfied With Payment or Offer

A dissenter may notify the limited liability company in writing of his or her own estimate of the fair value of his membership interest and amount of interest due, and demand payment of his or her estimate of the fair value of his or her membership interest and interest due, if: The dissenter believes that […]

§ 14-11-1011. Court Action

If a demand for payment under Code Section 14-11-1010 remains unsettled, the limited liability company shall commence a proceeding within 60 days after receiving the payment demand and petition the court to determine the fair value of the membership interest and accrued interest.  If the limited liability company does not commence the proceeding within the […]