State of the Nonprofit Regulatory Environment in GEORGIA

1 Bifurcation of charitable regulatory body

Bifurcated Regulatory Structure

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-5

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Yes - G.C. § 43-17-5

Registration Office

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

BIFURCD-REGIOF-NS

REGULATORY BODY: Not Specific

NOTES: Georgia Secretary of State http://sos.ga.gov/index.php/securities/charities_renewal_requirements

2 Notice, Filing or Review of Transactions

Sale of Assets

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1202 ;; index.html

REGULATORY BODY: Attorney General

STATUTE TEXT: (a) A corporation may sell, lease, exchange, or otherwise dispose of all, or substantially all, of its property (with or without the good will) other than in the usual and regular course of its activities on the terms and conditions and for the consideration determined by the corporation’s board if the proposed transaction is authorized by subsection (b) of this Code section. (b) Unless this chapter, the articles, the bylaws, or the board of directors or members (acting pursuant to subsection (d) of this Code section) require a greater vote or voting by class, the proposed transaction to be authorized must be approved: (1) By the board; (2) By the members by two-thirds of the votes cast or a majority of the voting power, whichever is less; and (3) In writing by any person or persons whose approval is required by a provision of the articles authorized by Code Section 14-3-1030 for an amendment to the articles or bylaws. (c) If the corporation does not have members, the transaction must be approved by a vote of a majority of the directors in office at the time the transaction is approved. In addition, the corporation shall provide notice of any directors’ meeting at which such approval is to be obtained in accordance with subsection (b) of Code Section 14-3-822. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a copy or summary of a description of the transaction. (d) The board may condition its submission of the proposed transaction, and the members may condition their approval of the transaction, on receipt of a higher percentage of affirmative votes or on any other basis. (e) If the corporation seeks to have the transaction approved by the members at a membership meeting, the corporation shall give notice to its members of the proposed membership meeting in accordance with Code Section 14-3-705. The notice must also state that the purpose, or one of the purposes, of the meeting is to consider the sale, lease, exchange, or other disposition of all, or substantially all, of the property or assets of the corporation and contain or be accompanied by a copy or summary of a description of the transaction. (f) If the board needs to have the transaction approved by the members by written consent or written ballot, the material soliciting the approval shall contain or be accompanied by a copy or summary of a description of the transaction. (g) A corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 must give written notice to the Attorney General 30 days before it sells, leases, exchanges, or otherwise disposes of all, or substantially all, of its property if the transaction is not in the usual and regular course of its activities, unless said transaction is with another corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302. (h) After a sale, lease, exchange, or other disposition of property is authorized, the transaction may be abandoned, subject to any contractual rights, without further action by the members or any other person who approved the transaction in accordance with the procedure set forth in the resolution proposing the transaction or, if none is set forth, in the manner determined by the board of directors.

NOTES: Ga. Code Ann., § 14-3-1202

REPORTS-ASSETS-OT

REGULATORY BODY: Other

NOTES: No

Mergers

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1102 ;; index.html

REGULATORY BODY: Attorney General

STATUTE TEXT: (a) Without the prior approval of the superior court in a proceeding of which the Attorney General has been given written notice, a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 may merge with a corporation or foreign corporation or other entity, provided that: (1) The corporation or entity which is the surviving corporation or entity is a corporation or entity described in paragraph (2) of subsection (a) in Code Section 14-3-1302 after the merger; or (2) (A) On or prior to the effective date of the merger, assets with a value equal to the greater of the fair market value of the net tangible and intangible assets including good will of the corporation or the fair market value of the corporation if it were to be operated as a business concern are transferred or conveyed to one or more persons who would have received its assets under subsection (b) of Code Section 14-3-1403 had it dissolved; (B) It shall return, transfer, or convey any assets held by it upon condition requiring return, transfer, or conveyance, which condition occurs by reason of the merger, in accordance with such condition; and (C) The merger is approved by a majority of directors of the corporation who are not and will not become members or shareholders in or officers, employees, agents, or consultants of the surviving corporation or entity. (b) At least 30 days before consummation of any merger of a corporation pursuant to paragraph (2) of subsection (a) of this Code section, notice, including a copy of the proposed plan of merger, must be delivered to the Attorney General. (c) Without the prior approval of the superior court in a proceeding in which the Attorney General has been given notice, no member of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 may receive or keep anything as a result of a merger other than membership in the surviving corporation or entity. The court shall approve the transaction if it is in the public interest. (d) For purposes of this Code section, the definitions contained in Code Section 14-3-1108 shall be applicable.

NOTES: Ga. Code Ann., § 14-3-1102

GA Code § 14-3-1104 ;; index.html

REGULATORY BODY: Other

STATUTE TEXT: (a) After a plan of merger is approved by the board of directors, and, if required by Code Section 14-3-1103, by the members and any other persons, the surviving corporation or entity shall deliver to the Secretary of State for filing articles of merger setting forth: (1) The plan of merger; (2) If approval of members was not required, a statement to that effect and a statement that the plan was approved by a sufficient vote of the board of directors; (3) If approval by members was required: (A) The designation, number of memberships outstanding, number of votes entitled to be cast by each class entitled to vote separately on the plan, and number of votes of each class indisputably voting on the plan; and (B) Either the total number of votes cast for and against the plan by each class entitled to vote separately on the plan or the total number of undisputed votes cast for the plan by each class and a statement that the number cast for the plan by each class was sufficient for approval by that class; (4) If approval of the plan by some person or persons other than the members or the board is required pursuant to paragraph (3) of subsection (a) of Code Section 14-3-1103, a statement that the approval was obtained; and (5) If approval of the shareholders of one or more corporations or entities party to the merger was required, a statement that the merger was duly approved by the shareholders. (b) In lieu of filing articles of merger that set forth the plan of merger, the surviving corporation or entity may deliver to the Secretary of State for filing a certificate of merger which sets forth: (1) The name and state of incorporation of each corporation or entity which is merging and the name of the surviving corporation or entity into which each other corporation or entity is merging; (2) Any amendments to the articles of incorporation or governing agreements of the surviving corporation or entity; (3) That the executed plan of merger is on file at the principal place of business of the surviving corporation or entity, stating the address thereof; (4) That a copy of the plan of merger will be furnished by the surviving corporation or entity, on request and without cost, to any member or shareholder of any corporation or entity that is a party to the merger; (5) If approval of members was not required, a statement to that effect and a statement that the plan was approved by a sufficient vote of the board of directors; (6) If approval by members was required: (A) The designation, number of memberships outstanding, number of votes entitled to be cast by each class entitled to vote separately on the plan, and number of votes of each class indisputably voting on the plan; and (B) Either the total number of votes cast for and against the plan by each class entitled to vote separately on the plan or the total number of undisputed votes cast for the plan by each class and a statement that the number cast for the plan by each class was sufficient for approval by that class; (7) If approval of the plan by some person or persons other than the members or the board is required pursuant to paragraph (3) of subsection (a) of Code Section 14-3-1103, a statement that the approval was obtained; and (8) If approval of the shareholders of one or more corporations or entities party to the merger was required, a statement that the merger was duly approved by the shareholders. (c) Unless a delayed effective date is specified, a merger takes effect when the articles or certificate of merger is filed. (d) For purposes of this Code section, the definitions contained in Code Section 14-3-1108 shall be applicable.

NOTES: Filing with Sec of State - Ga. Code Ann., § 14-3-1104; Merger w/out Court Approval - Ga. Code Ann., § 14-3-1102

GA Code § 14-3-1102 ;; index.html

REGULATORY BODY: Other

NOTES: Filing with Sec of State - Ga. Code Ann., § 14-3-1104; Merger w/out Court Approval - Ga. Code Ann., § 14-3-1102

Certificate of Amendments

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

GA Code § 14-3-1041

REGULATORY BODY: Attorney General

STATUTE TEXT: (a) A corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 may amend its articles of incorporation as provided in Code Section 14-3-1040 only: (1) Upon the prior approval of the superior court in a proceeding in which the Attorney General has been given notice; or (2) If on or before the effective date of the amendment: (A) Assets with a value equal to the greater of the fair market value of the net tangible and intangible assets (including good will) of the corporation, or the fair market value of the corporation if it were to be operated as a business concern, are transferred or conveyed to one or more persons who would have received its assets under subsection (b) of Code Section 14-3-1403 had it dissolved; (B) It shall return, transfer, or convey any assets held by it upon condition requiring return, transfer, or conveyance, which condition occurs by reason of the amendment, in accordance with such condition; and (C) The amendment is approved by a majority of the directors of the corporation who are not and will not become shareholders in, or officers, employees, agents, or consultants of the corporation following the effective date of the amendment. (b) At least 30 days before the filing of any amendment described in Code Section 14-3-1040 by a corporation described in subsection (a) of this Code section, notice of the proposed amendment shall be delivered to the Attorney General. (c) Without the prior written consent of the superior court in a proceeding of which the Attorney General has been given notice, no member of a corporation described in subsection (a) of this Code section may receive or keep anything as a result of an amendment described in Code Section 14-3-1040. The court shall approve the transaction if it is in the public interest.

NOTES: Ga. Code Ann., § 14-3-1041: only required if amending to operate for profit

GA Code § 14-3-1005

REGULATORY BODY: Other

STATUTE TEXT: A corporation amending its articles shall deliver to the Secretary of State for filing articles of amendment setting forth: (1) The name of the corporation; (2) The text of each amendment adopted; (3) The date of each amendment’s adoption; (4) If approval of members was not required, a statement to that effect and a statement that the amendment was approved by a sufficient vote of the board of directors or incorporators; (5) If approval by members was required, a statement that the amendment was duly approved by the members in accordance with the provisions of Code Section 14-3-1003; and (6) If approval of the amendment by some person or persons other than the members, the board, or the incorporators is required pursuant to Code Section 14-3-1030 or 14-3-1041, a statement that the approval was obtained.

NOTES: Sec. of State [Ga. Code Ann., § 14-3-1005]; Court Decree Yes [GA ST § 14-3-1007]

GA Code § 14-3-1007

REGULATORY BODY: Other

STATUTE TEXT: (a) A corporation’s articles may be amended without board approval or approval by the members or approval required pursuant to Code Section 14-3-1030 or 14-3-1041 to carry out a plan of reorganization ordered or decreed by a court of competent jurisdiction under federal statute if the articles after amendment contain only provisions required or permitted by Code Section 14-3-202. (b) The individual or individuals designated by the court shall deliver to the Secretary of State articles of amendment setting forth: (1) The name of the corporation; (2) The text of each amendment approved by the court; (3) The date of the court’s order or decree approving the articles of amendment; (4) The title of the reorganization proceeding in which the order or decree was entered; and (5) A statement that the court had jurisdiction of the proceeding under federal statute. (c) This Code section does not apply after entry of a final decree in the reorganization proceeding even though the court retains jurisdiction of the proceeding for limited purposes unrelated to consummation of the reorganization plan.

NOTES: Sec. of State [Ga. Code Ann., § 14-3-1005]; Court Decree Yes [GA ST § 14-3-1007]

Does the state require annual financial reporting by charitable organizations in addition to filing a copy of the 990 with the regulator (if filing 990 is required)?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

REPORTS-FINANC-NS

REGULATORY BODY: Not Specific

NOTES: Financial Statement or 990

3 Notice or Action for Dissolutions

Voluntary Dissolutions

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1403

REGULATORY BODY: Attorney General

STATUTE TEXT: (a) A plan of dissolution providing for the distribution of assets shall be adopted by a corporation in the process of dissolution. (b) The plan of dissolution shall provide for distribution of assets as follows: (1) All liabilities and obligations of the corporation shall be paid and discharged, or adequate provisions shall be made therefor; (2) Assets held by the corporation upon condition requiring return, transfer, or conveyance, which condition occurs by reason of the dissolution, shall be returned, transferred, or conveyed in accordance with such requirements; (3) Assets received and held by the corporation subject to limitations permitting their use only for charitable, religious, eleemosynary, benevolent, educational, or similar purposes, but not held upon a condition requiring return, transfer, or conveyance by reason of the dissolution, shall be transferred or conveyed to one or more domestic or foreign corporations, trusts, societies, or organizations engaged in activities substantially similar to those of the dissolving corporation; (4) Other assets, if any, shall be distributed in accordance with the articles of incorporation and bylaws to the extent that the articles of incorporation or bylaws determine the distributive rights of members, or any class or classes of members, or provide for distribution to others; and (5) Any remaining assets may be distributed to such persons, trusts, societies, organizations, or domestic or foreign corporations as may be provided in the plan of dissolution. (c) A corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 shall comply with the following additional requirements: (1) It shall give the Attorney General written notice of its intent to dissolve at or before the time it delivers articles of dissolution to the Secretary of State; (2) It shall not transfer or convey any assets as part of the dissolution process until 30 days after it has given the written notice to the Attorney General required by paragraph (1) of this subsection; and (3) When all or substantially all of the assets of the corporation have been transferred or conveyed, it shall deliver to the Attorney General a list showing those (other than creditors) to whom the assets were transferred or conveyed. The list shall indicate the address of each person (other than creditors) who received assets and indicate what assets each received.

NOTES: GA ST § 14-3-1403

GA Code § 14-3-1404

REGULATORY BODY: Other

STATUTE TEXT: Upon approval of a proposal for dissolution pursuant to Code Section 14-3-1402, the corporation shall begin dissolution by delivering to the Secretary of State for filing a notice of intent to dissolve setting forth: (1) The name of the corporation; (2) The date dissolution was authorized; and (3) If member approval was required for dissolution, a statement that dissolution was duly approved by the members in accordance with subsection (a) of Code Section 14-3-1402.

NOTES: Sec. of State Ga. Code Ann., § 14-3-1404

Judicial Dissolutions

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1430

REGULATORY BODY: Attorney General

STATUTE TEXT: The superior court may dissolve a corporation: (1) In a proceeding by the Attorney General if it is established that: (A) The corporation obtained its articles of incorporation through fraud; or (B) The corporation has continued to exceed or abuse the authority conferred upon it by law; (2) In a proceeding by a member if it is established that: (A) The directors are deadlocked in the management of the corporate affairs, the members are unable to break the deadlock, and irreparable injury to the corporation is threatened or being suffered or the business and affairs of the corporation can no longer be conducted to the advantage of the members generally, because of the deadlock; (B) The directors or those in control of the corporation have acted, are acting, or will act in a manner that is illegal or fraudulent in connection with the operation or management of the business and affairs of the corporation; (C) The members are deadlocked in voting power and have failed, for a period that includes at least two consecutive annual meeting dates, to elect successors to directors whose terms have expired or would have expired; or (D) The corporate assets are being misapplied or wasted; (3) In a proceeding by a creditor if it is established that: (A) The creditor’s claim has been reduced to judgment, the execution on the judgment has been returned unsatisfied, and the corporation is insolvent; or (B) The corporation has admitted in writing that the creditor’s claim is due and owing and the corporation is insolvent; or (4) In a proceeding by the corporation to have its voluntary dissolution continued under court supervision; provided, however, that all of the actions described in paragraphs (1) through (3) of this Code section shall be stayed so long as the corporation is contesting, in good faith, in any appropriate proceeding, the alleged grounds for dissolution.

NOTES: GA ST § 14-3-1430

GA Code § 14-3-1433

REGULATORY BODY: Other

STATUTE TEXT: (a) If after a hearing the court determines that one or more grounds for judicial dissolution described in Code Section 14-3-1430 exist, it may enter a decree ordering the corporation dissolved, and the clerk of the court shall deliver a certified copy of the decree to the Secretary of State, who shall file it, with the same effect as a notice of intent to dissolve. (b) After entering the order of dissolution, the court shall direct the winding up and liquidation of the corporation’s business and affairs in accordance with Code Section 14-3-1406. Winding up the business of a corporation judicially dissolved may include the corporation’s proceeding, after the date of the order of dissolution, (1) in accordance with Code Section 14-3-1407 to notify known claimants, and (2) to mail or deliver, with accompanying payment of the cost of publication, a notice containing the information specified in subsection (b) of Code Section 14-3-1408 for publication. Upon such notice, claims against the dissolved corporation will be limited as specified in Code Sections 14-3-1407 and 14-3-1408 respectively. (c) When the costs and expenses of dissolution proceedings and all debts, obligations, and liabilities of the corporation have been paid and discharged or provided for and all of its remaining assets distributed to its members or provided for or such assets have been deposited with the Office of the State Treasurer as provided in Code Section 14-3-1440, the court shall enter a decree of dissolution, and upon filing of the decree with the Secretary of State, it shall have the same effect as articles of dissolution.

NOTES: Sec. of State: Ga. Code Ann., § 14-3-1433

Administrative Dissolutions

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

DISSOLV-ADMINI-AG

REGULATORY BODY: Attorney General

NOTES: No

GA Code § 14-3-1420

REGULATORY BODY: Other

STATUTE TEXT: The Secretary of State may commence a proceeding under Code Section 14-3-1421 to dissolve a corporation administratively if: (1) The state revenue commissioner has certified to the Secretary of State that the corporation has failed to file a license or occupation tax return and that a period of one year has expired since the last day permitted for timely filing without the filing and payment of all required license and occupation taxes and penalties by the corporation; provided, however, that dissolution proceedings shall be stayed so long as the corporation is contesting, in good faith, in any appropriate proceeding, the alleged grounds for dissolution; (2) The corporation does not deliver its annual registration to the Secretary of State, together with all required fees and penalties, within 60 days after it is due; (3) The corporation is without a registered agent or registered office in this state for 60 days or more; (4) The corporation does not notify the Secretary of State within 60 days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued; or (5) The corporation pays a fee as required to be collected by the Secretary of State pursuant to the Code by a check or some other form of payment which is dishonored and the corporation or its incorporator or its agent does not submit payment for said dishonored payment within 60 days from notice of nonpayment issued by the Secretary of State.

NOTES: Ga. Code Ann., § 14-3-1420

4 Notice, Oversight or Filing of Hospital Conversions

Has Statute

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1041

REGULATORY BODY: Not Specific

NOTES: Ga. Code Ann., § 14-3-1041

Requires Notice or Oversight

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1041

REGULATORY BODY: Attorney General

NOTES: Ga. Code Ann., § 14-3-1041

GA Code § 14-3-1005

REGULATORY BODY: Other

NOTES: Ga. Code Ann. § 14-3-1005

Requires Filing

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 14-3-1005

REGULATORY BODY: Other

NOTES: Ga. Code Ann. § 14-3-1005

5 Audits

Requires Audit

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-5(b)(4)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann. § 43-17-5(b)(4)

Audit Threshold

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

AUDITFI-THRESH-NS

REGULATORY BODY: Not Specific

NOTES: 500,000 - 1 million: financial statements must be reviewed by indep. CPA; 1 million or more: financial statements must be prepared by indep. CPA

6 Registration Law

Registration Law

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-1

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-1 et seq.

7 Exemptions from Registering for Specific Organization Types

Religious Organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-2(2)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-2(2) and Ga. Code Ann., § 43-17-9(a)(8)

GA Code § 43-17-9(a)(8)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-2(2) and Ga. Code Ann., § 43-17-9(a)(8)

Small organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(5)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(5) ($25k)

Educational Institutions

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(1)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(1)

Governmental Organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(7)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(7): “Any volunteer fire department or rescue service operating in conjunction with a city or county government in this state and which has received less than $25,000.00 in both the immediately preceding and current calendar years”

Hospitals

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-HOSPIT-NS

REGULATORY BODY: Not Specific

NOTES: NO

Veterans organizations

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-VETERA-NS

REGULATORY BODY: Not Specific

NOTES: NO

Foundations

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-FNDYES-NS

REGULATORY BODY: Not Specific

NOTES: NO

Foundations that don’t solicit contributions

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-FNDNOS-NS

REGULATORY BODY: Not Specific

NOTES: NO

Charitable Trusts

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-CTRUST-NS

REGULATORY BODY: Not Specific

NOTES: NO

Parent-Teacher Organizations

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(1)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(1)

Reports to congress

Regulatory Action: EXEMPTION

A regulation is NOT defined in the state

ORGTYPE-CONGRE-NS

REGULATORY BODY: Not Specific

NOTES: NO

Non-soliciting

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-5(a)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-5(a) and Ga. Code Ann., § 43-17-9(a)(2)

GA Code § 43-17-9(a)(2)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-5(a) and Ga. Code Ann., § 43-17-9(a)(2)

Fraternal/ Membership

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(3)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(3)

Political Orgs

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(9)

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Ga. Code Ann., § 43-17-9(a)(9)

Other

Regulatory Action: EXEMPTION

YES: A regulation is defined in the state

GA Code § 43-17-9(a)(4))

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Specified beneficiary (Ga. Code Ann., § 43-17-9(a)(4)), hunting organization (Ga. Code Ann., § 43-17-9(a)(6)), volunteer firefighters (Ga. Code Ann., § 43-17-9(a)(7))

GA Code § 43-17-9(a)(6))

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Specified beneficiary (Ga. Code Ann., § 43-17-9(a)(4)), hunting organization (Ga. Code Ann., § 43-17-9(a)(6)), volunteer firefighters (Ga. Code Ann., § 43-17-9(a)(7))

GA Code § 43-17-9(a)(7))

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Specified beneficiary (Ga. Code Ann., § 43-17-9(a)(4)), hunting organization (Ga. Code Ann., § 43-17-9(a)(6)), volunteer firefighters (Ga. Code Ann., § 43-17-9(a)(7))

8 Defined remedies

Dissolution

Regulatory Action: REMEDY

YES: A regulation is defined in the state

GA Code § 14-3-170

REGULATORY BODY: Not Specific

STATUTE TEXT: (a) The Attorney General may petition the superior court: (1) To enjoin the proposed unlawful conveyance, transfer, or assignment of assets of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 in situations in which the transferee knew of its unlawfulness; (2) To set aside the unlawful conveyance, transfer, or assignment of assets of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302 in situations in which the transferee knew of its unlawfulness; (3) To dissolve a corporation that: (A) Obtained its articles of incorporation through fraud; or (B) Has continued to exceed or abuse the authority conferred upon it by law; or (4) To compel accounting and restitution or other appropriate relief for violation of Code Sections 14-3-830, 14-3-842, 14-3-860 through 14-3-864, or 14-3-1301. (b) In connection with any such proceeding or proposed proceeding, the Attorney General shall have the same power to investigate and issue subpoenas as he or she has with respect to investigations authorized under Code Section 45-15-17.

NOTES: Ga. Code Ann., § 14-3-170

Removal of Board Members

Regulatory Action: REMEDY

YES: A regulation is defined in the state

GA Code § 14-3-810

REGULATORY BODY: Not Specific

STATUTE TEXT: (a) The superior court may remove any director of the corporation from office in a proceeding commenced either by the corporation, its members holding at least 10 percent of the voting power of any class, or, in the case of a corporation described in paragraph (2) of subsection (a) of Code Section 14-3-1302, the Attorney General, if the court finds that: (1) The director engaged in fraudulent or dishonest conduct, or gross abuse of authority or discretion, with respect to the corporation, or a final judgment has been entered finding that the director has violated a duty set forth in Code Section 14-3-830 or 14-3-831, or the director has been subjected to sanction for participation in a “director’s conflicting interest transaction” as defined in paragraph (2) of Code Section 14-3-860; and (2) Removal is in the best interest of the corporation. (b) The court that removes a director may bar the director from serving on the board for a period prescribed by the court. (c) If members or the Attorney General commence a proceeding under subsection (a) of this Code section, the corporation shall be made a party defendant.

NOTES: Ga. Code Ann. § 14-3-810

9 Oversight of professional fundraisers

Does the state require registration by commercial fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-3

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: O.C.G.A. § 43-17-3

Does the state require registration by fundraising counsel?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

GA Code § 43-17-3

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: No, but if fundraising counsel ever has custody of funds, that person/entity will be considered a paid solicitor who does need to register. O.C.G.A. § 43-17-3

Does the state oversee commercial-coventuring (e.g. by requiring that the co-venture be registered or by requiring that the charitable organization files the co-venture contract)?

Regulatory Action: REQUIREMENT

A regulation is NOT defined in the state

GA Code § 43-17-6

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: “prior to the commencement of the charitable sales promotion within this state, a written agreement from the commercial coventurer which shall be available to the Secretary of State upon request.” Final accounting must be maintained by the commercial coventurer for three years. O.C.G.A. § 43-17-6

Does the state require the fundraisers to provide notice to the regulator before any solicitation campaign (in addition to annual registration and/or filing the contract)?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-3

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: O.C.G.A. § 43-17-3: “Prior to the commencement of each solicitation campaign the paid solicitor shall file with the Secretary of State a completed”solicitation notice” on forms prescribed by the Secretary of State.”

Does the state require specified disclosures to donors?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-8

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: O.C.G.A. § 43-17-8

Does the state require a copy of any contract between a charitable organization and a commercial fundraiser or fundraising counsel be filed with the regulator?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-3

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: O.C.G.A. § 43-17-3

Does the state require annual financial reporting by commercial fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

GA Code § 43-17-3

REGULATORY BODY: Not Specific

STATUTE TEXT:

NOTES: Yes, if the paid solicitor at any time has custody or control over the funds and within 90 days after the completion of a solicitation campaign. O.C.G.A. § 43-17-3

Does the state require bonding of professional fundraisers?

Regulatory Action: REQUIREMENT

YES: A regulation is defined in the state

FNDRAZE-BONDNG-NS

REGULATORY BODY: Not Specific

NOTES: YES: paid solicitors with physical possession or legal control of contributions must file bond of $10k, Ga. Code Ann. 43-17-4