2020 Georgia Code
Title 14 - Corporations, Partnerships, and Associations
Chapter 2 - Business Corporations
Article 6 - Shares and Distributions

Cross references.

- Regulation of securities generally, § 10-5-1 et seq.

Requirement of approval by Public Service Commission prior to issuance of stocks and bonds by companies under jurisdiction of commission, § 46-2-28.

Law reviews.

- For article, "Corporate Finance Under the Georgia Business Corporation Code of 1968," see 3 Ga. L. Rev. 11 (1968). For article, "Comparison of Features of Old and New Business Corporation Laws Relating to Domestic Corporations," see 5 Ga. St. B. J. 13 (1968). For article, "Georgia's New Business Corporation Code," see 24 Ga. St. B. J. 158 (1988). For article, "Changes in Corporate Practice under Georgia's New Business Corporation Code," see 40 Mercer L. Rev. 655 (1989). For note, "Exclusionary Tender Offers: A Reasonably Formulated Takeover Defense or a Discriminatory Attempt to Regain Control?," see 20 Ga. L. Rev. 627 (1986).


Proof of a "Security" under Federal and State Statutes, 22 POF3d 485.

Legal Malpractice in a Securities Offering, 22 POF3d 559.

Use of Statistical Evidence in Proving Churning of Securities Accounts, 27 POF3d 213.

Liability of Shareholder for Wrongfully Transferring Or Assigning Corporate Common Stock Shares To Third Party, 47 POF3d 139.


- Right of business corporation to use its funds or property for humanitarian purposes, 3 A.L.R. 443.

Right of stockholder not a director, officer, or employee of the corporation to compensation for services in selling stock or corporate property in absence of express contract, 3 A.L.R. 778.

Corporate stock without par value, 19 A.L.R. 131; 36 A.L.R. 791; 45 A.L.R. 1501; 65 A.L.R. 1347.

Guaranteeing future price of, or dividends on, corporate stock as contrary to public policy, 24 A.L.R. 986.

Certificate of stock as conclusive and exclusive evidence of stockholder's rights, 31 A.L.R. 1326.

Right of stockholder to set off indebtedness of corporation against statutory superadded liability, 40 A.L.R. 1183; 98 A.L.R. 659.

Duty of promoter to account for proceeds of sale of stock issued to him, 43 A.L.R. 1363.

Liability of transferrer of corporate stock for calls or assessments as affected by insolvency, fraud, or illegality in transfer, 45 A.L.R. 99; 86 A.L.R. 57.

Failure to enter transfer of stock on corporate books as affecting liability of transferrer for calls or assessments, 45 A.L.R. 137; 104 A.L.R. 638.

Implied obligation of purchaser of corporate stock to indemnify vendor against future calls or assessments, 45 A.L.R. 168; 141 A.L.R. 1351.

Liability on stock subscription as affected by reorganization, consolidation, or merger of corporation, 45 A.L.R. 1031; 89 A.L.R. 770; 154 A.L.R. 427.

Payments by stockholders applicable upon double liability, 45 A.L.R. 1215; 56 A.L.R. 527; 83 A.L.R. 147; 120 A.L.R. 511.

Pledge of unissued corporate stock, 51 A.L.R. 1134.

Validity of restrictions by corporation on alienation or transfer of corporate stock, 65 A.L.R. 1159; 61 A.L.R.2d 1318.

Right of holders of preferred stock in respect of dividends, 98 A.L.R. 1526; 133 A.L.R. 653.

Liability as for conversion of stock or securities as affected by fact that party charged with conversion was in possession of other stock or securities of same type, 104 A.L.R. 1114.

Rights, powers, and duties in respect of sale or transfer of corporate stock in which one holds a legal life estate, 126 A.L.R. 1298.

Construction and application of provisions of articles, bylaws, statutes, or agreements restricting alienation or transfer of corporate stock, 2 A.L.R.2d 745.

Presumption as to value of corporate stock or bonds, 6 A.L.R.2d 189.

Right of corporate officer to purchase corporate assets from corporation, 24 A.L.R.2d 71.

Application of "blockage rule" or "blockage discount theory" in determining stock valuation, for purposes of taxation of intangibles, 33 A.L.R.2d 607.

Meaning of "book value" of corporate stock, 51 A.L.R.2d 606.

Failure to issue stock as factor in disregard of corporate entity, 8 A.L.R.3d 1122.

Awarding damages for delay, in addition to specific performance, of contract for sale of corporate stock, 28 A.L.R.3d 1401.

What constitutes waiver of stockholder's or corporation's right to enforce first-option stock purchase agreement, 55 A.L.R.3d 723.

Corporation's measure of recovery against promoter who has made secret profit in sale of property to corporation, 84 A.L.R.3d 162.

Lis pendens in suit to compel stock transfer, 48 A.L.R.4th 731.

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