§ 14-11-1102. Execution by Judicial Act
If each person required by Code Section 14-11-205 to execute any document fails or refuses to do so, any other person who is adversely affected by the failure or refusal may petition the superior court of the county where the registered office of the limited liability company is located to direct the execution of the […]
§ 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 […]
§ 14-11-1003. Notice of Dissenters’ Rights
If proposed limited liability company action creating dissenters’ rights under Code Section 14-11-1002 is submitted to a vote at a members’ meeting, the meeting notice must state that members are or may be entitled to assert dissenters’ rights under this article and be accompanied by a copy of this article. If limited liability company action […]
§ 14-11-1004. Notice of Intent to Demand Payment
If proposed limited liability company action creating dissenters’ rights under Code Section 14-11-1002 is submitted to a vote at a members’ meeting, a record member who wishes to assert dissenters’ rights: Must deliver to the limited liability company before the vote is taken written notice of his or her intent to demand payment for his […]
§ 14-11-1005. Dissenters’ Notice
If proposed limited liability company action creating dissenters’ rights under Code Section 14-11-1002 is authorized at a members’ meeting, the limited liability company shall deliver a written dissenters’ notice to all members who satisfied the requirements of Code Section 14-11-1004. The dissenters’ notice must be sent no later than ten days after the limited liability […]
§ 14-11-803. Stay of Proceedings
If the limited liability company commences an inquiry into the allegations made in the demand or complaint, the court may stay any derivative action for such period as the court deems appropriate. History. Code 1981, § 14-11-803 , enacted by Ga. L. 1993, p. 123, § 1.
§ 14-11-1006. Duty to Demand Payment
A record member sent a dissenters’ notice described in Code Section 14-11-1005 must demand payment and deposit his or her certificates for certificated membership interests in accordance with the terms of the notice. A record member who demands payment and deposits his or her certificates under subsection (a) of this Code section retains all other […]
§ 14-11-804. Discontinuance or Settlement
Except as otherwise provided by the articles of organization or written operating agreement, a derivative action may not be discontinued or settled without the court’s approval. If the court determines that a proposed discontinuance or settlement will substantially affect the interests of the limited liability company’s members, the court shall direct that notice be given […]