§ 46-8-40. Grant of Corporate Powers and Privileges to Railroad Companies by Secretary of State; Procedure in Case of Disqualification of Secretary of State
All corporate powers and privileges of railroad companies shall be issued and granted by the Secretary of State upon the terms, liabilities, and restrictions expressed in and subject to all the provisions of this chapter and of the Constitution of Georgia. If by reason of interest in the proposed corporation the Secretary of State is […]
§ 46-8-41. Procedures Regarding Preparation of Petition for Incorporation; Filing of Petition and Affidavit With Secretary of State; Endorsement by Secretary of State; Allowance for Public Inspection of Petition and Affidavit
Any group of ten or more persons who desire to be incorporated as a railroad company shall prepare a petition in writing, addressed to the Secretary of State, in which shall be stated: The names and residences of each of the persons desiring to form the corporation; The name of the railroad company they desire […]
§ 46-8-42. Certificate of Incorporation; Duration of Corporate Existence; Fee for Issuance of Certificate
When the petition has been filed with the Secretary of State, he shall issue to the company under the great seal of the state the following form of certificate: To all to whom these presents may come — Greetings: Whereas, In pursuance of an Act of the General Assembly of the State of Georgia, approved […]
§ 46-8-43. Duties of Secretary of State Prior to Issuance of Certificate of Incorporation; Certificate or Duplicate Thereof as Evidence of Existence of Corporation and Compliance With Chapter
Before the Secretary of State issues a certificate of incorporation pursuant to Code Section 46-8-42, he shall satisfy himself that all of the requirements of this chapter have been substantially complied with prior to the filing of said petition. Any certificate or duplicate thereof issued under this chapter by the Secretary of State shall be […]
§ 46-8-44. Subscription to Capital Stock; Par Value of Stock; Subscription to All Capital Stock as Prerequisite to Beginning Railroad Construction
When the certificate of incorporation has been issued, the persons named therein, in case they have not subscribed to the entire capital stock, may open books of subscription to complete the subscription to the capital stock of the company, in such places and after giving such notice as they may deem expedient, and may from […]
§ 46-8-45. Payment of Subscriptions; Procedure by Directors in Case of Default by Subscriber
The directors may require the subscribers to the capital stock to pay the amounts variously subscribed by them, in such installments as they may deem proper; and the directors may receive cash or property, either real or personal, at the agreed value thereof, in payment of such installments. If any subscriber neglects to pay any […]
§ 46-8-46. Procedures Regarding Organizational Meeting; Qualifications of Directors; Selection of Officers and Agents; Annual Election of Directors; Filling of Vacancies on Board
When all of the capital stock has been subscribed to, the persons named in the certificate of incorporation or a majority of them are authorized to call a meeting of the stockholders for the purpose of organization, which meeting shall be held in the city in which the principal office of the company is located, […]
§ 46-8-47. Determination of Directors’ Compensation; Appointment of Chairman and Vice-Presidents; Time and Place of Board Meetings; Procedures Regarding Board Meetings
The board of directors shall have the authority to fix the compensation of directors for services in any capacity unless otherwise provided in the charter or the bylaws. The board of directors may select or appoint one of their number to be chairman of the board of directors. The chairman of the board of directors […]
§ 46-8-48. Creation of Executive Committee and Other Committees; Powers of Committees; Designation of Alternate Members of Committees; Committee Action by Majority Vote
If the charter or the bylaws of a railroad company incorporated under the laws of this state so provide, the board of directors, by resolution adopted by a majority of the full board of directors, may designate from among its members an executive committee and one or more other committees, each consisting of three or […]
§ 46-8-49. Action by Board or Committee Thereof or by Shareholder or Committee Thereof by Written Consent of Members Without Meeting
Unless otherwise provided by the charter or bylaws, any action required by this title to be taken by a railroad company at a meeting of the directors of the corporation, or any action which may be taken at a meeting of the directors or of a committee thereof, may be taken without a meeting if […]