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the Georgia Code
2006 Georgia Code - 2-10-84
2-10-84. (a) Persons desiring to be incorporated under
this article must prepare and file in the office of the Secretary
of State articles of incorporation setting forth:
(1) The name of the
association; (2) The purpose
for which it is formed; (3)
The place where its principal business will be transacted;
(4) The names and addresses of not
less than five persons who are to serve as directors for the first
term or until the election of their successors; (5) If organized without capital stock, whether
the property rights and interest of each member shall be equal or
unequal; and, if unequal, the articles shall set forth the general
rule or rules applicable to all members by which the property
rights and interests, respectively, of each member may and shall be
determined and fixed; and the association shall have the power to
admit new members who shall be entitled to share in the property of
the association with the old members, in accordance with such
general rule or rules, provided that this provision of the charter
shall not be altered, amended, or repealed except by the written
consent or the vote of three-fourths of the members;
(6) If organized with capital stock,
the amount of such stock, the number of shares into which it is
divided, and the par value thereof; the capital stock may be
divided into preferred and common stock; and if so divided, the
articles of incorporation must contain a statement of the number of
shares of stock to which preference is granted, the number of
shares of stock to which no preference is granted, and the nature
and extent of the preference and privileges granted to each.
(b) In addition to the foregoing,
the articles of incorporation may contain any provision consistent
with law with respect to management; regulation; government;
financing; indebtedness; membership; the establishment of voting
districts and the election of delegates for representative
purposes; and the issuance, retirement, and transfer of its stock,
if formed with capital stock; any provisions relative to the way or
manner in which it shall operate with respect to its members,
officers, or directors; and any other provisions relating to its
affairs, provided that nothing so set forth shall be construed as
limiting any of the rights or powers otherwise given to such
associations. (c) The
articles of incorporation must be subscribed by the incorporators
and verified by one of them before an officer authorized by the law
of this state to attest deeds and conveyances. The petition shall
be filed and further proceedings shall be had in accordance with
the general corporation laws for the incorporation of private
companies by the Secretary of State as set forth in Title
14.
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